SpiderMan: Untitled Tragedy
by Brooklynnx
Summary: Long After Peter and Mary Jane's breakup, Peter meets a lovely girl that hates SpiderMan within every inch of her soul. But does his feelings for Mary Jane stand between them? And Spidey has a new unlikely teamup to worry about! R&RBad at summeries
1. SpiderStalker

**Disclaimer:** I do not own any of the Marvel characters used in this fanfiction. Now that that's over with, let's get on with the story, shall we?

Peter Parker was growing tired of chewing on his pencil. It'd been a half an hour since he'd finished the Spanish State Test, and there still was another thirty minutes to go. These things were torture. He felt like banging his head on the desk. This was such a waste of his time. He could be out as Spider-Man saving an old lady's cat that was stuck in a tree.

Peter raised his hand, hoping his daydreaming teacher would notice. After a few minutes of having it up in the air, he set it back down onto the graffiti-covered desk. There were lots of "I love..." written on it, as well as curses. He took the time reading his desk, hoping it would pass some time, at least. As if five minutes is time.

But soon another five minutes passed. And another. And another. And soon everyone that had finished the Spanish Proficiency Exam could leave. The desk creaked as he got up, finally stretching his legs. It felt like he had been sitting for his entire life, and he was just now taking his first steps. He handed his test to the still zoned-out teacher and headed for the schoolyard.

He held onto his backpack tightly, knowing that a few books, pens, cell phone, and superhero costume were inside. He walked out of the gymnasium, where half of the entire school had been taking the test, and was pushed the mob of students to the busses.

He stood outside, the light blinding his eyes. He would stay out here, pretending to wait for his Aunt May to pick him up. And once everyone had left, Spider-Man would be seen swinging from the high school.

As he pretended to look through the mass of cars he bumped into someone, knocking her flat on the ground.

"Crud, I'm sorry!" He said, helping her up. She smiled, her long, straight brown hair blowing in the slight breeze. He hadn't seen her around before. Maybe she was a new student.

"Oh, it's okay. You're the third person to knock me down today."

She brushed off shirt, tying to smoothen it out.

"I'm Peter Parker." He said, offering his hand.

"Amanda Wells." She said, taking his hand and moving with it up and down a few times.

"Are you a new student here? I don't think I've seen you before."

"I moved here a few months ago from Long Island. My dad's job or something like that."

He smiled, not really listening to her. She had a beautiful profile. Big almond eyes, perfect lips, an adorable nose and a welcoming smile.

"Well, Peter. I guess I'll see you around school then. That's my mom, right there." She said, pointing to a white SUV.

"Yeah. Totally." He said fast, trying to say more as she walked off.

_What a girl! _he thought to himself. This is where he let his curiosity get the better of him. Within a few minutes Spider-Man could be seen following the car from up above. You'd have to have his eyesight to see him, though. He was up so high the Hulk would have to jump extra, extra hard to reach him. Of course, he loved being up this high. It gave a perfect view of the city, and you could track anything from up this high. Anything.


	2. Pretty Stupid

He landed on the nice little house next to the one her car pulled into. She lived only five or six blocks from his house. Her place was average looking, it had flowers in front and a colonial feel to it.

He did a little hop her house and climbed up to the second story. He peeked his covered head up to see through the window. It was a nice place, although the upstairs wasn't that big. He could see Amanda's room through her open bedroom door. It had white walls and wicker furniture. The door was shut to the room that he figured was her parent's room. There was a bathroom, which was to the left of her room.

He dropped onto the grass-covered yard and hid in a bush next to the garbage can. The kitchen was pretty big, and so was the den, which was attached to the kitchen and held a big plasma screen television. He couldn't check out the rest of the apartment because someone came to throw out the garbage, and he ducked inside the shrub.

_Please let them not see me...please let them not see me..._

"Spider-Man? Is that you?" 

_Crud. She saw me._

He popped his head out of the bush and smiled under his mask.

"Uh...hi?"

"Hi…uh, what the heck are you doing here?" She answered back with the same tone of confusion. At least it was Amanda that found him and not her parents.

He climbed over the branches and dusted himself off.

"What? Are you the Friendly Neighborhood Gardener now?" She asked, holding a bag pull of trash.

He laughed, although he couldn't tell if she was joking or not.

"Sorry...My webbing slipped?"

"Don't ask me. I don't even wanna _know_ what you were doing in there." She opened the garbage can and tossed the bag inside.

"Hey, I'm new around here, so I don't what I'm supposed to do if I see Spider-Man _stalking_ me after school."

"I was not stalking you!" He said, half full of laughter.

She put her hands up in a peace-offering gesture.

"Hey, I just found a _superhero_ in my shrubs! Sorry if it's _inappropriate_ to make some accusations! What, were you looking things you could steal or at my mom's decorating style for some ideas you could use in your Spider-Cave or whatever the hell you call your lair?"

Spider-Man gave the back of his neck a little itch and sighed.

"I don't have a lair. Hey, uh…I should go...I've got...a...there's a cat stuck in a tree?"

"Yeah. That's a good idea. I'm sure as hell not stopping you. And don't bring that cat here, I'm allergic."

He smiled and shot off a web, waving before he was tugged off by it.

_What a wack-a-doo,_ Amanda thought as she walked back inside. _I wonder what he was really doing out there. He must feel pretty stupid._

And Amanda was right. He _did_ feel pretty stupid.


	3. Shocking

Peter Parker loved the weekends. He could relax, maybe help Aunt May around the house a little, and, of course, kick some supervillain butt.

He had been up maybe an hour when he had seen the newscast on channel five. He was with Aunt May, eating some cold cereal in the kitchen. On the television was Electro, trying to seem all-powerful while robbing a bank.

"What a terrible man." Aunt May said, shaking her head in disapproval.

"Aunt May, I'll be right back, okay?"

"I hope your not going to that bank, Peter." She said, taking a break from her Honey Nut Cheerios.

Peter threw on his jacket and started to go up the stairs, getting his automatic camera and his costume.  
"Jonah will pay me a lot for shots of this, Aunt May." He said once he came back down.

"Just be careful, Peter."

He gave he a kiss on the cheek. "You know I always am."

Spider-Man was darting to the scene of the robbery in no time, his camera in its usual spot on his belt. The bank was about twenty minutes by car, but maybe five or ten by web line.

Electro had bags of money at his feet inside the bank. He had a dozen people inside with him, weeping on the ground with their hands over their heads. A hostage situation would be perfect. He knew the NYPD wouldn't dare risk the lives of these people.

Spider-Man crashed through a window, feet first, and landed in the top left corner of the bank. He placed his automatic camera on the ceiling. The place was a mess, with scattered papers and broken computers, and the bunch of people lying on the floor, and the broken desks.

"Electro, you predictable idiot, how've ya been?"

"You!" he staggered backwards, keeping the loot in sight.

"I take that as a, "I'm fine, Spidey! How are you today?". Jeeze, do you supervillains

have to be so rude?"  
Electro sent a ball of electric power his way, and Spider-Man merely jumped to the side.

"You're aim is way off, Electro. Have you been practicing lately?"

He ignored him and shot another one at him, and this time all Spidey had to do was duck.

Spider-Man jumped up as soon as it passed him and did a spinning-kick right to Electro's face. He went tumbling backwards and crashed into a desk.

"You better get some rest. You'll need at _least_ eighteen hours of beauty sleep to get rid of _that_ bruise."

"I'm just getting warmed up, Spider-Creep." Electro said, getting up and wiping his face.

"Now, I know I've told you a _zillion_ times, but that mask looks like a starfish eating your face."

Electro roared, sending bolts of lighting in his direction. Spider-Man jumped up and did a split in mid air to avoid the first, then landed and quickly did a cartwheel to the left, almost stepping on one of the hostages.

_I gotta get him outta here before he actually hurts someone! _Spider-Man figured. He sent a glob of webbing into Electro's eyes, and that was enough to make him so humiliated that he wanted to rip the webslinger in two.

Spider-Man was dodging Electro's bolts of lighting as he sprinted up the side of a building. The police took this cue to rush in and get the hostages the hell out of there.

Another bolt just missed his head by a few inches.

"This is fun, wallcrawler!" He crackled. "I think I'll run you around the city all day."

Spider-Man leaped from one building to another, trying to confuse Electro.

"Isn't that kind of repetitious? I mean, come on. _All day? _Dont'cha have somewhere to be?"

"You'll know the second I'm through with you, webhead!" Electro screamed, frantically trying to fry the spider. "'Cause you'll be dead."

"See? I love your flawless logic. I think you'd make a _great_ president. With your nonsense you'd run the entire _country_ to the deepest corner of hell, and without stopping for _any_ directions!"

Spider-Man shut his mouth after lighting bolt barely missed his hand. He could feel some of the shock through the architecture of the building. While Spidey was distracted with that bolt of lighting, Electro got smart and sent almost a spray onto the roof, where the wallcrawler would be by the time the spray got there. Spider-Man had never really been electrocuted by Electro before. He shook for a few seconds, then fell to his knees.

He looked at Electro confusingly. He didn't remember him smart, or strong.

"I've been gone a while. I've been charging up, especially for you. I'm gonna teach you a lesson you ain't never gonna forget."

"Yep. Sure. Is this supposed to be one of those things I'll remember when I'm dead?"

Electro gave a smile.

He put his hand up, ready to strike.

To Spider-Man, it is situations like these that make being annoying really useful.


	4. Back and Gone

It was times like these that Spider-Man used his wacky sense of humor to get his way out of trouble. Usually he just did it to annoy the hell out of his enemies, but that's the genius of it. His opponents never knew if he was just talking or if he had a plan.

"You...are stronger...what… did you use a battery pack overnight?" Spider-Man huffed, staggering to get up.

"You think you're funny, dont'cha?" Electro said.

"Yeah…my friends say I should do stand-up. I can be seen on the '_Electro Is An Idiot' _comedy tour. I tried out for _'Last Comic Standing', _but they don't allow superheroes to perform. That's unfair, isn't it? Do you think I should complain?"

Electro rolled his eyes. "I'll be the one complaining. Do you ever shut up?"

Spidey smirked under his mask.

He started to pace the floor, moving his hands as he talked.

"See…I love talking. Because when I start talking and I just go on a ramble, people usually tend to stop paying attention. So when they're not paying attention, which is to my advantage, I can easily pop up and punch them in the face. Allow me to demonstrate."

Spider-Man ran straight for Electro and gave him a hard uppercut right to the chin. Electro flew backwards a few feet. If you get an uppercut from webhead, you know you'll be sore in the morning.

Spider-Man held his throbbing hand. He could picture it getting bigger with each pulse.

"Ouch. I bet that hurt me a lot more than that hurt you!" He then took a peek at the dazed man lying on the floor. "Okay, never mind."

Spider-Man used his webbing to make a cocoon around Electro, avoiding the head, because it'd be a bad thing if he stopped breathing. He carried the cursing villain over his back and climbed down the building. The bank wasn't too far from here.

Some police officers were still at the scene of the original bank heist, holding curious bystanders back. Spider-Man hung Electro from a lamp pole a block away.

"Don't worry about him, officers," Spider-Man had told them while swinging by. "The guy's an _idiot!"_

He used that as a diversion to go back and get his automatic camera. He hoped J. Jonah Jameson could use the photos for the next printing of the _Daily Bugle. _He and Aunt May really could use the extra cash to…_oh, I don't know_…eat.

Spider-Man hooked his camera on the usual spot on his belt and looked at the clock in the bank. The glass was shattered, but the hands still read the right time.

"I gotta get back to Aunt May!" Spider-Man told himself. He spun a webline out of a broken portion of the roof. As it attached to a taller building across the street Spider-Man was launched up into the air, heading directly for his home in Queens.

As he swung high and low, ignoring the stares from citizens below, he kept thinking to himself. And although it had already happened, and had already been embarrassing, he still just couldn't stop thinking about his drop-in with Amanda. That's all he thought about as he headed home. What did she think of Spider-Man? Or better yet, what did she think of _Peter?_

Peter Parker landed on the roof of his home after practicing some web-zipping on the low buildings. He threw his normal clothes over his tights and walked in the door. Aunt May was just finishing her second or possibly third bowl of cereal.

"Peter, dear! I was worried about you. I saw the fight on the television. That Spider-Man is crazy to fight a guy like that."

"Hey, Spidey's pretty tough. And I hear Electro's a total idiot."

"Peter! You're bleeding!" She said, rushing over. She looked right near his eyebrow, then hurried over to the sink to get a wet paper towel.

"Oh, yeah…some debris hit me while I was taking some pictures."

She dabbed the towel on his cut. It stung a little bit more as she pressed harder.

"I really hate when you go out in those fights, Peter! You know that!"

"Yeah, I do," He said, pushing her fragile hand away. "But I'm fine. And we need the money."

He kissed her cheek and started for the door.

"Where are you going?"

"The _Bugle _building. I need to develop these photos ASAP. Love you."

And with a slam of the door he was gone, leaving Aunt May all alone. She sighed to herself, cleaning the table. She worried about that boy, oh did she worry. She was afraid he'd get hurt too. And then she'd be left completely alone.

But he did seem to know what he was doing. He knew Spider-Man well, she kept telling herself. Peter's old enough to know how dangerous is _too_ dangerous. But that Spider-Man…he just never stops. Aunt May feared he was a bad influence for Peter, a bad role model. What kind of person goes looking for trouble? It just didn't make sense.

But Peter knew better than that, she told herself. Peter's smarter, Peter's wiser, and he can make good decisions.

Unlike that Spider-Man character. He was a handful.


	5. Electro's Escape

The _Daily Bugle _building had to be one of the most crowded, stressful, and busiest places in New York City. People were running around all over the place and giving orders, frantic to make the next deadline. And once they did, they could take a deep breath, have a glass of water, and worry about the next one.

Peter waltzed into the dark room without even being noticed and started to develop his film. He pressed his ear against the door, listening to the hustle and buzz of the offices as he waited. It felt like home to him, although a strange and not-so-welcoming one. He spent most of his time here, waiting to hear J. Jonah Jameson's screaming voice and sending him on another assignment. One time Jonah was so red with frustration that Peter had receive a little spit in the face as a parting gift.

Peter's spider-sense rang in his head, and he jumped away from the door as someone slammed into it, pushing it open. Peter thought for sure he'd be in the middle of the wall and door sandwich if it weren't for his trusty spider-sense.

It was Jameson. Boy, was he pissed. He scanned the room before spotting Peter on the floor, where he had landed just in time before being squished to death.

"Parker! Where the hell have you been?"

"In here, sir. Developing some photos."

"What, of ponies and unicorns? There was a major bank heist today, Parker! And Spider-Man was in on it, I'm sure." J. Jonah Jameson roared.

"If Spider-Man would tell anyone he was in on the robbery, it'd be you, Mr. Jameson. He'd totally confine in you, sir, with your loving, understanding ways and your heartwarming personality. Actually, Mr. Jameson, I was there. And the photos will be on your desk soon. Just have the check ready." Peter smiled. He loved messing with 'ol J.J.J.

Jameson gave a little _humph. _"It's about time you get out there on your own. I'm not your mommy, Parker! I can't tell you where to be every five minutes!"

"Yeah. I know. That's how I get all my pictures of Spider-Man, Mr. Jameson. You tell me exactly where he's gonna show up. It's not just my good sense of the area or anything. It's all you. I bow down to you, Mr. Jameson!"

"Don't you get smart with me!" Jameson huffed.

Peter got down on his knees and started praying to Jonah like he was a shrine. "I'm serious!" he said, but he couldn't hold in the laughter. Jameson stormed off out of the dark room. Peter got up and brushed himself off. Jameson. He loved him, or at least his temper.

Peter Parker walked out of the dark room later that day and helped himself to a seat in Jameson's office. He gave the photos a light toss towards Jonah's end of the desk.

Jameson showed no expression as he flipped to through the photos. The first one was a close-up of Electro's face, the other of Spider-Man, the other of them talking, the next one when webhead threw the webbing in his eyes, and then when Electro chased Spidey out of the bank.

"Not the best pictures I've seen, but decent enough for the front page."

"Whoo. Great. Hoorah. Now, about the check. I realize you have a deadline to make, and I realize this is going to be one of the biggest stories, so..."

Jameson grunted. "Five hundred?"

Peter shook his head. He wanted to buy Aunt May something special with the money. He needed more.

"Mr. Jameson, I need some extra cash for a Mother's Day present. So I'm thinking six hundred the least."

"That's a lot for a freelancer, kid."

"What freelancer can get photos of Spider-Man. Up-close, not just his leg as he's swinging by."

Jameson groaned and handed him a check.

Peter kissed it and placed it safely in his pocket. Jameson's phone rang, and he hushed Peter out of the office.

Peter was about to give a quick 'hello' to Betty Brant, the receptionist, when Jonah came bolting from his office.

"Parker! Get down to Times Square pronto! Electro's there, rampaging around the place waiting for Spider-Man!"

"_What? _Didn't the guy just get his ass thrown in jail?"

"Apparently his ass is free. Now get down there!"

He didn't need Jameson to tell him twice. He was out of the building before Jonah even realized he was gone.

_How is Electro back? _He thought as he changed behind the air duct on the roof. _It doesn't matter. But I wonder how he managed to escape. Maybe he'll tell me, if he's decent enough._

_And Electro's not that decent. He's more stupid than decent. But that's not saying a lot, because he's pretty freakin' stupid._


	6. The New Trio

Times Square was a busy place. The _Bugle _building wasn't that far from it, either, so Spider-Man was there in no time. He hooked his automatic camera on a roof where he had an excellent view, then purposely started swinging right in front of it. He even did some cool acrobatics.

Electro was flying around, breaking stuff and throwing cars and totally scaring the heck out of some New Yorkers. Spider-Man thought it was pretty funny. New Yorkers had faced Venom, Doctor Octopus, Carnage, Mysterio, and even Doctor Doom. They had faced the end of the world maybe five or six times now, yet they were still terrified of this glowing idiot in a starfish mask.

He gave a weird, high-pitched crackle as he saw Spider-man appear. He landed on the ground a few feet from Electro.

"Tell me how you did it, Sparky. I hate twenty questions."

"There you are, Spider-Punk. I was wondering if you were gonna show."

"Me? Back down to an idiot like you? No way."

Electro was hovering in the air, suspended by his powers.

"You have no idea what I'm planning, do you?"

"You have no idea what' _I'm_ planning!" Spider-Man laughed.

And while Electro was busying trying to make Spider-Man look clueless, he hit him again with same move he'd used earlier that day. The good old trusty uppercut. Electro went flying backwards again, and Spider-Man stood there, looking very pleased with himself.

"Man. That guy's an idiot." A man who had witnessed the conversation said.

"Yeah. He get's that a lot. But he's _my_ little idiot_, isn't that right, _Electro?"

Electro was fuming. He was so mad that sparks were randomly flying from his body. Spider-Man actually backed away a few feet. Although he was a total doofus, he was still pretty dangerous.

"_Too long_ have I been humiliated. _Too long_ have I been tricked. _Too long_ have I put up with your _stupid, annoying, corny_ jokes..."

"_Too long_ have I been listening to you _ramble _on and on _and on."_ Spider-Man laughed.

"You laugh while you can, Spider-Creep. But we'll see who gets the _last_ laugh."

"The same old _Electro_, the same old _cliches." _Spider-Man yawned.

"No...see, Spider-Man. It's been a while since I last fought you. And I've gotten a hell of a lot smarter."

"Really? What's twelve times twelve?"

Just then two shadowy figures leaped behind him. Electro was beaming. Spider-Man couldn't tell who they were. But he saw a long, slobbery tongue. He felt a lump in his throat.

_Venom...Carnage...Electro...Together? How? HOW? _Thoughts rushed through Spider-Man's head. No way...there was just no way!

Electro smirked and gave a wide smile. "One hundred and forty-four. Dumbass."


	7. Confusion

Spider-Man stumbled backwards and landed on his butt. They couldn't be here...it was unreal...how? It wasn't...possible...

"Don't be too surprised, Spider-Man. Get out of that daze. I want you to be fully aware when we're ruining your life."

"How is this possible?" He said, not bothering to get up. "You two hate each other!"

Venom and Carnage looked at each other and gave a hateful smile.

"Business before pleasure." Venom hissed.

"You two try to kill each other all the time! This is crazy!"

"We did, but then Electro came up with this crazy idea." Carnage laughed through his pointed teeth.

"We never could really kill each other with you in the way. So now we can kill each other after we're done working together."

"Ooh yeah! That's stable!"

Electro smiled. "It worked. Still think I'm an idiot?"

"Yeah. There's no way...they hate each other! This makes no sense! It'll never last!"

"Don't be too sure."

"You hate each other, Brock! Are you frigging out of your mind? Wait...don't answer that."

Electro smiled.

"We'll be going now. Give you a little something to worry about."

"Bye-bye, Spidey." Venom waved.

"I wonder what superheroes taste like."

"Nothing too special."

"Yeah, but their blood is fun to smear."

"Especially two at a time." Venom said, winking at Spider-Man.

Then they were gone. They vanished. Now Spider-Man got up. He looked around, brushed himself off, and calmly took in a deep breath. Once he exhaled, he stood there and screamed.

"_WHAT THE HELL IS WRONG WITH PEOPLE!"_

Okay. Spidey stood there, trying to sort this out in a way that made sense.

_Electro got Venom and Carnage together._

_Venom and Carnage want each other's necks._

_Electro is the leader of their trio...that's F'ed up..._

_And they want me to be miserable...before I die, of course._

_And Venom winked at me. WHY did he WINK at me? Isn't this confusing enough?_

_But I've teamed up with Venom before...against Carnage, too. That's weird. He winked at me...why did he wink?_

_He winked when he said something about killing superheroes to Carnage._

_Two at a time. _

_Two at a time...two..._

_God Damn It, I frigging hate puzzles. They suck. They frigging suck._

_I can't believe they're actually teaming up...it makes no sense...then again, I basically defy the laws of physics. Nothing makes sense anymore..._


	8. The Bus Stop

Peter Parker walked home from the _Daily Bugle _building later that afternoon. He had received another big check from Jameson for his pictures in Times Square. Times Square...he hated that place. As he was walking down the cement sidewalk, he had come to a conclusion. God hated him, and he hated his life. It was that simple.

Peter yawned, his brain fried from trying to figure out why Venom had winked at him. And trying to figure out how Electro had escaped and managed to get two of his deadliest foes together. And why he never, ever had a day off.

Peter felt like falling asleep, exhausted after the day's activities, but realized he still needed to help Aunt May and buy her a Mother's Day gift.

That's when he bumped into Amanda Wells at the bus stop. His face brightened up as he spotted her. Finally, he'd been thinking about her all afternoon, besides the whole evil trio that had just been formed.

"Amanda! Funny seeing you here."

"Not really. Lots of kids take the bus."

"Okay...fine...well, anything new?"

She shrugged and got off the bench. "What do you know about Spider-Man?"

"I don't know...he swings around in ski leggings?"

She laughed. "No...I mean...I saw him at my house...stalking me."

"Really? Well, he _is_ an egocentric superhero. How do you know he was stalking you?"

"He was looking through my windows."

"Maybe he wanted to make sure you weren't being robbed." He shrugged.

She laughed. At least she thought Peter was cool.

"I don't know, Peter...I just don't trust him. He's cute and funny, but I see him, and I see evil. I see...I guess I just..."

"I kinda know him. He's a nice guy. Has a weird personality." He said, cutting her off.

"Isn't it weird, though, how he just saves people? No profit? In today's world, people are only interested in money."

Peter smiled. "I think he's a regular guy who's trying to do something good."

"I hate him. I just do."

Peter smiled even bigger, trying to take her attention off Spider-Man. Amanda noticed. _"What?" _

"Are you busy tomorrow night?"

"Why?" She asked, smiling now.

"Would you like to come over for dinner?"

"I...sure. That'd be swell."

"My house is right down there, and..."

"I know where you live. We're at the same bus stop."

Peter felt really good inside as he walked off towards his house. Score! Aunt May wouldn't mind, especially if he helped her a lot today. She would be happy he brought home a friend, and even more so, a girl. High school was hard enough for him, being a smart guy who was still known as a nerd, even with his transformation after the spider bite. But having a girlfriend...ah...that meant you were a real high schooler.

He never got over his break-up with Mary Jane, though, not really. He couldn't risk her being hurt, after she found out he was Spider-Man. He tried dating another superhero after, a member of the X-Men, but that didn't work too well either. But this time he wouldn't tell her, no, she wouldn't know he was Spider-Man. Maybe that'd save the relationship. If it ever got started. He really liked Amanda Wells, though. The question was, did she like him?


	9. Unexpected Guest

Aunt May was so happy for Peter that he was brining a friend over for once. He had been very depressed after his breakup with Mary Jane, that pretty girl with the auburn hair he had spent so much time with. They had been almost inseparable. Regarding Peter's feelings, she had never questioned him thoroughly about the relationship. He was a teenager, they had their own reasons.

But now he'd met a new girl, and she was delighted he was finally moving on and forgetting the pain. She had done the same thing when Ben died, or so Peter thought. Aunt May still felt the emptiness where her husband used to be. It was lonesome at the dinner table, Ben's chair bare and isolated. Aunt May wasn't sure if Peter noticed, but he did.

That evening Aunt May was cooking a delicious pot roast with mashed potatoes and some bow-tie noodles. She was busying humming to herself, adding in some spices as she cooked. Peter was setting the table, using their good china. He lit some candles that sent an aroma of Macintosh apples into the air. He dimmed the lights, but was yelled at by his aunt to turn them back on.

"I'm still cooking, Peter!"

"Oops. My bad."

"So, who is this Amanda girl you've met?"

"She's really nice. Smart, I think. And funny, I think."

Aunt May chuckled at her nephew. "You don't know much about this girl, do you?"

"No...but that's what first dates are, right? You get to know each other a little more." Peter smiled.

Aunt May nodded. "Peter, would you turn on the news, dear? You know I like to listen to it while I cook. Gives me something to do, instead of staring at these potatoes all day."

Peter flicked the power button on the little television and the _Bugle News_ flickered on. J. Jonah Jameson's face appeared at the news desk.

"Isn't that your boss, Peter?"

"Yes, Aunt May."

"What a dreadful man."

"Yes, Aunt May."

Jameson was once again ranting on about the latest Spider-Man news. One of Peter's pictures was being used on the screen. He should be paid extra for that.

"Spider-Man was seen at Times Square yesterday, facing off three of his most well known foes. Electro, Carnage, and Venom. Now, folks, our phones have been ringing throughout this broadcast, so I'll answer some of your questions about this now, but first let me saw some things I already know.

One, we do not know how Electro convinced these two to work together. We know that they are enemies. So do not ask us that.

Two, we do not know what they are planning. Nobody does.

And Three, we do not know Spider-Man's reactions or activities so far, so do not ask us that either!

And lastly, I think Spider-Man is behind this. He's using them to seem like a tough guy and fight three of his worst enemies at once. And now, let's hear from our callers."

The sound of the dial tone was heard on the television, and somebody answered.

"Hello, you're on the _Daily Bugle News."_

"Hi, this is Mary Jane, from Queens."

"Hello, dear. What's your question?" Jameson beamed.

"It's not really a question, sir. I just think you should stop blaming Spider-Man for all the problems in your life."

"What?"

"Yeah. This isn't Spider-Man's fault. He's a good guy. You'd blame him for anything, from food poisoning to a broken window in your office. I'm all for freedom of speech and all, but you're a jerk."

Peter couldn't believe his ears. That was Mary Jane, his old girlfriend. Why was she defending him? She knew he was Spider-Man. Then why? It didn't make sense.

Peter stopped thinking and started paying attention when the next caller started to speak.

"Hi, my name's Amanda, and I live in Queens, too. I just have a few sort-of relevant questions to ask."

"Okay, dear, ask away." Said Jameson.  
"I think Spider-Man was stalking me. I'm new around here, so I really don't know what to think. I've heard all the rumors, but I don't know if he's a bad guy or not."

"Spider-Man is a menace to this entire city. He's brought nothing but trouble. All these crazy people with deadly powers show up right after he does. And, what a coincidence. I think he's a fake and a disgrace." Jameson ranted.

"Yes, sir. But a friend of mine said he sort-of knows him, and that he's a hero, although he had a weird personality. He said Spider-Man's a regular guy who's trying to do something good. Can't that just be it?"

Jameson shook is head. "No. I think not. Your friend is an idiot."

Peter stomped his foot._ "Hey!"_

"Peter! Your friend will be here soon! Help get the food to the table!"

Peter put on a pair of his Aunt's oven mitts and carried the bowl of steaming mashed potatoes to the center of the table. He ran upstairs afterwards to comb his air, straighten his nice polo shirt, and put on some cologne. He looked good. Handsome, even.

The doorbell rang, and Peter rushed to get it. He slowed down once he reached the door, breathed in deep, and put on his happiest smile.

"Hey."

"Hey."

Peter's jaw dropped. It was his old girlfriend.


	10. Aunt May's Mean Pot Roast

Mary Jane stood at the stairs, clutching her pocket book and a newspaper. She was beaming, her auburn hair almost glowing. She gave a soft, sad smile.

"Sorry. Is it a bad time?" she asked, still showing that innocence he'd noticed the day they met.

"Yeah. It is, actually. I'm expecting someone over for dinner."

"Oh. I better get going, I just wanted you to see this."

She handed him a copy of the _Daily Bugle. _

"There's a letter inside...to Spider-Man. I figured you'd need it incase you get any _ideas_ for some photo opportunities." She said, glancing at Aunt May, who was indeed listening.

"Thanks, M.J. And, I heard you on television..."

She smiled. "Yeah...well, no matter what happened, I still think Spider-Man is amazing. And that he looks good in tights."

Peter started laughing as she walked down the stairs. He waved good-bye as she trotted down the street. At least they were still friends.

Amanda showed up a few minutes later, wearing a beautiful black skirt and blouse. She had her grandmother's necklace on, which she only wore for special occasions, and he dark hair was straightened perfectly. She had light eye shadow on, and her lip-gloss glistened in the light.

"Hey." Peter said, breathless at what was happening.

"Hi. Thanks for inviting me."

"Oh, thanks for coming."

He walked her inside and shut the front door.

"Something smells wonderful." She said as they walked into the kitchen.  
"Yeah...my Aunt makes a mean pot roast."

She shook Aunt May's soft hand, smiling wide and warm. "Thank you so very much, Mrs. Parker."

"Anything for my nephew. Please, have a seat, Amanda, isn't it?"

She nodded as she took her seat next to Peter in the wooden chair. She poured herself a glass of homemade pink lemonade.

"The pot roast is amazing, Mrs. Parker! It melts in your mouth!"

"Thank you, dear. And please, call me Aunt May."

She nodded as she scooped some noodles onto her fork.

"So...I, uh, heard you on the news." Peter said awkwardly.

"You did, huh? Sorry the guy called you an idiot."

"Nah, I work for him. I'm used to it." He laughed.

"You work there? That's so cool! I want to be a reporter there."

"Really? Awesome. I'm a freelance photographer. I take pictures of Spider-Man." He said.

She giggled as she sipped her lemonade. "I dunno, Pete...I just can't trust him. What do you think, Mrs...uh...Aunt May?"

Aunt May shook her head. "I don't really know. I do think he's a bad influence on younger folks. Soon we'll see teenagers trying to fly."

Peter laughed. "I guess. I dunno...taking pictures of the dude...he's pretty cool to me. Funny, too."

"Well, you're funny, Peter." Amanda laughed.

"Thanks. I try."

Peter found himself talking about Spider-Man throughout dinner. No matter what he did, Peter just couldn't compete. It was like he was fighting himself for attention. To him, that was seriously messed up.

Peter walked Amanda home after a healthy fruit-filled dessert. He wasn't sure if he should walk arm-in-arm with her, so he stuck his hands in his pockets.

"It's a wonderful night, isn't it? Look at that moon."

"Yeah. You can barley see it sometimes, because of the city's buildings and lights. That's why there are no stars."

"I know, Peter. You're not the _only _genius in school, you know." She joked.

"What?"

"I've seen you answer all those questions in science class. You're smarter than our teacher."

Peter blushed. "I guess."

Once they reached Amanda's house, she leaned in and kissed him on the cheek. "Thanks for a wonderful night, Peter."

"Yeah. Maybe we can do it again sometime."

She nodded. "But this time at my place. But I don't think my mom's cooking can even compete with your Aunt's."

Peter smiled and walked away as she walked inside. He needed to get home. He had school tomorrow, and he needed to read that _Bugle _article.

He could just guess who it was from; his three best friends in the whole world.


	11. The Letter

"_The following letter was found in the office of _Bugle _publisher J. Jonah Jameson. We have reason to believe it is written by the villains known as Venom, Carnage, and Electro, because the signature and handwriting is that of Cletus Kasady, better known as the serial killer Carnage. The letter has been analyzed thoroughly by the FBI, who claim it is indeed genuine. We have no means of sending it directly to Spider-Man, so we have published it here on our front page, in hopes that Spider-Man will find it and read it._

Spider-Man:

We all figured that Jameson couldn't resist putting our letter to you on the front page. And if it didn't work, I will pay him a little visit, like I've always done. Venom, Electro and I may seem like an odd team. With Venom and myself hating each other and wishing we could fight to the death, and then Electro, who has the IQ of a goldfish, 'leading' us. But don't fret, Spidey-Widey. We will stop you. From what, you may ask? From being an annoying, pestering, childish, meddling $$hole.

All we've ever wanted was to destroy you. And now, although our team is a likely failure, we will work together to achieve that goal. Venom and I even regret joining Electro, but the two of us together are unstoppable. As for Sparky, well, he's just there.

You, Spider-Man are a coward. You are a disgrace to the name 'hero'. You sat there on your $$ in Times Square while we got away. You were shocked, scared, and acted like the child you are. How old are you, sixteen? Seventeen? I don't care if you're still in junior high, your life will end.

As Venom tipped off earlier, we will attack some friends of yours. Two at a time. We will ruin your life and make you wish you were dead. Then I will happily do so. I love killing people. It's my favorite past time. And I will start with those closest to you.

Have a nice life, Spider-Man, while it lasts.

Carnage.

Venom.

Electro.

_The police are still studying the letter carefully to link it to any possible whereabouts of the new trio. Electro, Venom and Carnage are considered at large and extremely dangerous. Spider-Man orCarnage, Electro and Venom, werenot available for questions or comments_."

Peter Parker crunched up the copy of the newspaper.

_Coward? I'll show them coward!_

He took a deep breath and tried to think clearly.

I've got to focus! Okay...next targets...two at a time...friends of mine...

Peter felt his brain pulsing. Then he heard the phone ring.

"Hello?"

"Peter? It's Mary Jane."

"Hey. I just read the article." He said.

"Well, the new trio are attacking the Baxter building."

"What?" Peter said, snapping out of his daze.

"They're attacking the Fantastic Four!"

"Gotta go!" And he slammed the phone down into the receiver.

"Go get 'em, tiger."


	12. Subway Ride

Peter Parker was out of his house before Mary Jane hung up her phone. So that's what Venom had winked at! Two at a time! Two for him and two for Carnage. That made four! He should've realized that. He felt so stupid sometimes.

Spider-Man tried calculating the distance from his home to the Baxter building as he traveled out of Queens. It wasn't close. At all. He might be too late if he webswininged there.

Hrm...were the subways crowded at this time of day?

Spider-Man dropped down the staircase leading to the underground station. A train was just departing. He ran for the closing doors and dove inside, crashing into the opposite set of closed doors. There were three other people in the car. An old lady clutching her shopping bag and a teenage couple, who had just finished making out.

The elderly woman stood up shakily as Spider-Man sat there on the ground and headed for the other car. Spider-Man sat there and looked at the teenage couple. The boy with a Yankees cap and school wrestling team jacket gave him a thumbs up, while his girlfriend was in plain shock. Spider-Man gave him a thumbs up back. People like them made this whole superhero thing worth it.

"Sometimes the subway is the most convenient mode of transportation." Spider-Man laughed, getting up finally and sitting in an empty row of seats, facing the teenagers.

"Where ya headed, Spidey?" The boy asked, wrapping his arm tightly around his girl.

"To the Baxter building."

"Yeah...I, I heard about the F-Fantastic F-Four being attacked by Carnage and V-Venom." She stuttered.

"Did you hear anything about Electro?"

"N-no...but I saw their letter in the _Bugle. _Did you?"

"Ooh yeah. I read it, alright."

"This is so cool!" The boy said out of nowhere, beaming. "Spider-Man is freaking talking to us!"

"It's not like I'm Lindsay Lohan. Under this mask, I'm just like you."

"You go to high school?" The girl asked.

"Maybe."

The doors opened, and he said good-bye to his new friends. The Baxter building was five blocks from here. He had to hurry. But they were the world-famous Fantastic Four. They could hold their own for a little while, right?

He darted out of the staircase like a bat out of hell, a web hitting the side of a nearby thrift shop. He was up in the air soon after, heading directly for the Fantastic Four. Then when it came into view, he saw an explosion of fire and electricity.

_Oh god. That can't be good._

And believe me, it wasn't good. At all.


	13. Channel Five News

Mary Jane Watson was sitting on her bed, scanning each and every newscast for updates on the Fantastic Four. Peter thought Johnny Storm was a publicized pretty boy, but still Spider-Man and he were pals.

Mary Jane started biting her fingernails, a bad habit she had when she got nervous. Peter was facing Carnage and Venom at the same time. This was totally not cool. Peter could handle it, though. He handled the Sinister Six when they were around. But this was different. This was two symbiotic, crazed killing machines and a retarded power plant.

And it wasn't the retarded power plant she was worried about.

Finally something flickered on channel five. It was showing the hotheaded Human Torch battling it off in the sky with Electro. _Electro can fly? I didn't know that. Wait...he's not. He's pushing himself off the ground with the energy coming out of his hands...must be a cool way to get around._

The Thing was tied up with Venom, who was only a tad shorter. And Mr. Fantastic and Invisible Woman were trying to get Carnage under control. They could use some help anytime now.

_Wait...Spider-Man! Oh god, there he is!_

Spider-Man had appeared at the scene with a dramatic lead, landing right on top of Venom.

"Hey, Eddie! Did I drop by at a bad time?" His voice said through the speakers. Venom didn't respond. He just attacked.

Mary Jane could remember when she knew Eddie Brock...the real Eddie. He was once Peter's rival photographer. He was once a friend, if you could call it that, of Peters.

But no more was he Eddie Brock. He was Venom. And Venom hated Spider-Man with every inch of his empty soul.

Spider-Man was bouncing back between the two symbiotes, trying to help everyone. He would start punching each one a random number of times until he had to help the other member of the FF.

"Glad you could come." Mr. Fantastic said, whacking Carnage with an extended arm.

"Really? I'm not." Spider-Man responded, kicking Venom in the face in mid air, then flipping over Carnage to give him a smack in the face.

"Over here!" The Human Torch yelled, throwing fire balls at Electro's stupid face.

Spider-Man raced over, jumping on top of Carnage again to gain some extra height. He landed on Electro's back, holding onto him. "Let go of me! Let go of me!" Electro squealed.

Electro started firing random bolts of electricity. Then one hit the news camera. The screen started to flash random colors, then it scribbled in that annoying white, gray and black pattern of static.

The newsroom appeared once again. The anchor with too much blush on and a blonde 'do that made her look fifty said, "We're having some technical difficulties. We will be back to the scene momentarily."

"No duh. Your camera was just hit by a super villain!" She said, changing the channel. Ah, here we go. This was clearer. And it was coming from helicopter. She had a bird's eye view, or whatever they call it.

Mary Jane looked at the screen, analyzing the scene. Wait...why was Spider-Man on the floor?

"_Get up! Get up!"_ She squealed, pounding the bed. "Get up! Come on!" She put her hand over her mouth. "God, Peter...get up..."


	14. Death's Door

Spider-Man was lying on the roof of the building, his back leaning on the small wall that ran along the edges. He was dazed and confused. That last attack from Electro really sent him flying to the ground. It wasn't that high of a fall for Spider-Man, but he had been electrocuted along the way.

His body was numb. It felt like his mind was somewhere else. He tried to move, but his body was fried and tired and just wouldn't cooperate. He wasn't fully conscious, but he was conscious enough to know what was going on.

Electro landed in front of him, smiling a bight, white smile. Spider-Man wanted to wipe that smile right off his face, and punch out a couple of his teeth while he was at it.

"I did it. Finally. This is the best night of my life."

"Pff. Super. Rah. Good for you." Spider-Man said weakly.

Electro's hand started to glow, and he put it right to his neck. A blast like that could kill him. "You're in no position to be making wise cracks, Spider-Man."

"Okay. Point taken." He said, trying to get up.

"Don't move! You don't know how long I've been waiting for this."

Venom and Carnage had now realized that Spider-Man was at Electro's mercy, which actually surprised them. They stopped what they were doing and watched. The Fantastic Four did the same. They knew Carnage and Venom had no interest in them. They were just trying to get to Spider-Man.

"After all these years, Spider-Punk, I finally have you. I can finally kill you, right here. Right now!"

Spider-Man started to sweat. Ooh snap. This wasn't good. It wasn't a joke anymore.

"Electro...I...uh..." Spider-Man said, trying to reason with him. But he wouldn't listen! He was Electro!

"I can finally say, after all that humiliation, I was the one who got Spider-Man."

His hand started to glow again.

"No! Don't!" Invisible Woman cried, her hand out towards them.

"Electro, if you have one ounce of decency left in you..." The Human Torch started.

Spider-Man was speechless. _Electro? Sure,I figured Doc Ock or Scorpion, or even Venom or Carnage...but Electro?I amgoing to be killed by Electro. Wait...Iam going to be killed...I'm gonna be killed...oh snap...this is it..."_

"Shut up. This may seem _decent_ to you, Storm. But trust me, it won't be when I'm through with him." And he removed his hand from Spider-Man's throat.

He titled his head in confusion. Electro_...let him go?_

"You're not ready to die yet. You're not _miserable _enough." Venom explained, walking over.

"Wh-what? What? You let him go? Are you frigging stupid?" Carnage screamed.

"Our next target will be someone you've known since the beginning of your career. I don't know how _you_ feel about _him_, but I know it'll hurt all the same. And he'll hate you even more once he knows you're the reason we're there." Electro said.

They left then, just like that. Like it was no big deal. Spider-Man was at death's door, wrapped up in a shiny bow, and he was back in reality, just like that. Spider-Man felt this cringe in his stomach, like he'd gone on a roller coaster too many times.

He had been as good as dead.

He_had been_dead.

Electro was right, that _did_ mess with his head.

Spider-Man got up, not looking at the stunned and overjoyed members of the Fantastic Four. He looked at his hands. His masked hands. And he felt his masked face. He could've been with Uncle Ben, and his parents, just like that.

_I almost died. I could have died, right there. _

_Oh my god..._


	15. MJ's Mistake

Mary Jane was staring at the screen, not blinking at all. Her eyes were watery with fear. Her lips were trembling.

_Oh my god. Peter. Get up! _

The hero lay still on the rooftop. Viewers all over New York were gasping and staring like she was. But they didn't know the man behind the mask. They didn't know Peter. They had no right to mourn Spider-Man.

She felt her heart stop as she tried to stand up.

"Come on, Peter!" She whispered, although she was all alone in her home.

That's when Electro came into view, a smirk smile on his face.

."I did it. Finally. This is the best night of my life." He said, his voice haunting Mary Jane's soul.

"Pff. Super. Rah. Good for you."

She smiled. That was Peter. He was alive. He was making jokes. It'd be okay.

Electro then shoved his hand near his throat.. "You're in no position to be making wise cracks, Spider-Man." His voice came through the television speakers.

"Okay. Point taken." He said. He was making an effort to move. He was okay.

Electro looked angry. He started to shout. "Don't move! You don't know how long I've been waiting for this."

"Oh god...I can't look!" Mary Jane cried.

She ran into her bathroom, the walls closing it, and slammed the door behind her.

She took in deep breaths, although that didn't help. She couldn't breathe.

_That's it. Electro did it. Peter's gone._ Mary Jane felt a tear drip down her face. She couldn't just sit there in her room and watch him die. She couldn't see it. She sank to the floor and sobbed into her arms. Why? Why did he have to play hero? Why did he have to get bit by that stupid spider? Why did he have to die?

Mary Jane walked back into her room a few minutes later when she had tried to calm down. Maybe he pulled some miraculous stunt. Maybe he's still alive. Maybe...

But then she saw the Fantastic Four just standing there, a look of shock on their face.

Electro must have carried off his body.

Peter's body.

The body of her friend.

She sat there, staring at the screen blankly. She wasn't paying attention. Finally. That was it. The death of the brilliant Spider-Man. The fantastic Spider-Man. The amazing Spider-Man.

"Peter..."


	16. To The Bugle

He finally came to, hearing the hovering helicopter overhead. It was the _Daily Bugle _news-copter. Jonah would have a field day on this one. He'd call Spider-Man weak, and that he was dead if it wasn't for Electro's good heart. Jameson would hate him even more now..._wait._..hate him even more...once he knows he the reason they're...

_Jameson!_

He didn't even check to see if his friends were okay after that fight, he simply dove off the building and headed to the offices of the _Daily Bugle. _

The Fantastic Four stood where they were, watching him swing away like a bullet shot out of a gun.

"What the hell?" The Thing asked, finally saying something.

"Something must've come up, right?" Said the Human Torch, flaming down.

"He just knows things. His mind is one too complicated to understand." Mr. Fantastic said. "He tries to fix everything in the world. But the world is not his problem."

It seemed to Spider-Man he was rushing all over the place. He wasn't concentrating on anything except getting from one place to another.

_I almost died. DIED. I mean, I've been in situations like that before, yeah.. But any other person...any other circumstances...I wouldn't be thinking to myself right now, would I?_

_Mary Jane must have been worried sick. She was probably watching the whole thing. She probably knew I'd pull through. She was probably sitting on her bed, amazed that I managed to survive, and was saying, "Go get 'em, tiger" as I swung away. I should call her later and thank her for letting me know the FF were in trouble. Hrm...I wonder if Amanda saw it on TV? Well, it doesn't matter to her, now does it? She doesn't know if she likes me or not._

Spider-Man turned a corner near the bridge and headed to the office, speeding. Speeding faster than he'd ever speeded before.

_And Aunt May...she almost lost me. Like she lost Uncle Ben. Suddenly. Without a chance to say "good-bye". I haven't been around much to help her. I should spend some time with her, after I'm done saving Jameson's hide._

I don't understand why Electro didn't kill me. What, am I not miserable enough sitting there and thinking I'm gonna die? That was one of the worst moments in my life. And Jameson, the dude I'm going to go save, is going to rip me apart in the tabloids.

It was then that Spider-Man heard a cry for help. He let go of his webline and landed on a roof near the origin of the sound. There was a woman in the alley! Being mugged!

He was about to jump down, excited to punch something.

As the woman saw Spider-Man on the roof, he saw a big, fast-moving mass headed towards the Bugle building. It was Venom! Dear Lord, it was him! Spider-Man hurried after him, leaving the woman in harms way. He lost Venom a few blocks from the building, and he cursed at himself for being so slow. Well, he did almost die, so he cut himself some slack, but not a lot.

Spider-Man reached the Bugle building with ease, landing next to the window he'd always used to access Jameson's office. He crawled in, after making sure he wasn't inside already. No, he was screaming at his employees that the front page wasn't what he wanted. Spider-Man could hear him through the walls of his office.

He crawled up onto the ceiling, making sure he was hidden when Jonah entered. He splattered the big, black swivel chair with extra-sticky webbing. Jameson would _have_ to listen to him_ now._


	17. Jameson's Office

J. Jonah Jameson was the hothead/blockhead that was the esteemed publisher of the _Daily Bugle. _Ever since Spider-Man's first day he'd been nagging and insulting him, calling him a 'menace to the good citizens of this great city'. He loved smoking cigars, especially when he was in one of his _I-am-the-boss-and-that's-how-it-is _moods. He loved to rant and order people around. What he didn't like, though, was being stuck to a chair by some sticky goo.

"Ms. Brant, I don't really care if you bring some little kid here!" Jameson yelled, half-way into his office. "If she wants to be a reporter, wonderful! Just...do I look like I care about a fifteen year old kid's idea of becoming a reporter? Cause I DONT!" And he slammed the door shut.

Jameson couldn't move his butt from his big, fancy black chair once he sat down in it. Spider-Man added some extra webbing to his hands, restraining them to the arm rests. He hopped down from the ceiling, making Jonah's face go from pink to red, and locked the door. He then added some webbing to it to make sure no one got in.

"Spider-Man? What the hell do you want? And why the hell am I stuck in this chair?"

"Come on, we all know you'd call the police if I walked through the front door." Spider-Man said, helping himself to Jameson's desk. He scattered some papers to make room for him to sit, holding up a photo that Peter Parker had given him recently.

"This one of me and Electro at the bank?"

"No. It's you walking your dog." Jameson snapped, desperately trying to free his arms.

"This kid gets good shots."

"Why are you here?" He snapped again.

"Fine, fine. So much for small talk. Okay, I have reason to believe that Electro, Venom, and Carnage are out for your neck."

"What? You're out of your mind, Spider-Man! You're off your rocker!"

Spider-Man aimed his webbing at his mouth. Jameson got the hint.

"They're after everyone I know. They just attacked the Fantastic Four."

"Yeah. I got that. I was sort of directing the helicopters, you idiot."

"You _are_ the hostage here, right?" Spider-Man said, half laughing.

Just then something big smashed through the outside wall. Debris flew everywhere, smashing things all over the place. It was blackish-purple, and it had big, white pointy teeth and white pools as eyes. It gave a slight roar, and they all heard the screams from people outside the office. The police would be here soon. Terrific.

Spider-Man got in a ready position, staring the ugly thing down. It smiled, it's long tongue flopping to one side. Spider-Man knew at once who this was.

_Venom._


	18. Venom's Plan

Venom looked around the office, staring at the mess he had created. He gave a slight laugh.

"You should seriously consider about redecorating."

"Venom? _Oh my god! I'm too important to die!"_ Jameson squealed, rolling into a far corner, away from the big monster.

"What do you want, Eddie? Where's Carnage?" Spidey snapped.

"Please. The fools don't know we're here."

"What? A solo mission? What's your angle?"

Venom laughed.

"We knew you'd come here to warn Jameson once you figured it out! Man...we hate that guy."

"I'm right here, you know!" Jameson shouted from his corner.

"So?" Venom said, walking over to him and staring him in the eye.

"I don't get it." The webspinner said.

"God. Are you _that_ slow? Do you honestly think we'd team up with_ Carnage_? _And Electro_?Wehate Carnage, and Electro's an idiot."

"Go on." Spider-Man said, actually listening.

"We teamed up with Carnage only sowe could use it to my advantage to kill him. We mean, Spidey., We an Carnage? Giveus some credit._We and you_ have even partnered up on a few occasions.We may hate you, butwe hate Carnage a tiny pinch more."

"I'm not following."

Venom rolled his eyes and looked at the ceiling.

"We tried to tip you off about the FF. We winked. _Didn't you seeus wink?"_

"I saw you wink." Spider-Man responded, arms crossed.

"Look. we can't stand working with these two idiots another second. And we know there's not much for you to trust, but trust us, okay?"

"Trust you? Even Jonah's not _that_ stupid!"

"Hey!" Jameson shrieked.

Venom walked over to the door.They could all hear policemen coming up the stairwells.

"Webhead, we saw how serious this got when Electro almost killed you. The guy's a moron. He should've done it! Of course,we wanted to do it _personally,_ but it just showedus how stupid he really is."

"Gee. Thanks. It's good to know the dude who wants to team up with me _also _wants me dead."

"'_You're not miserable enough'_. What a loser." Mocked Venom.

"Get to the point." Spider-Man said, losing interest.

"Okay, okay, before the cops get here. Here's the idea: We'll plan an attack on Jameson, like _we_ planned, but you have the advantage because you'll know about it. We'll help you take them down."

"And in return?" Spider-Man asked, aware there was no way Venom would do this just to earn his good-deed badge.

"We want _immunity_ for being in this stupid group. It was a _big_ mistake. We want to be left alone. Got it? Left alone until I do something else. Something else illegal." Venom said.

"_Okay...I..."_

"DoWe have your word?"

"Yeah, you do." Spider-Man nodded.

"Spider-Man's word is worth less than Doctor Doom's!" Jameson grunted. Spider-Man zipped his mouth shut with a wad of webbing.

"You have my word." Spider-Man repeated.

"Good. Now, the cops are just waiting to come in, so We're gonna jet!" He walked over to the hole he had made in the wall. "And, J.J., consider '_Extreme Make Over: Office Edition'.We_ bet Ty and his gang would do this place wonders. Maybe even get rid of the cigar smoke in the air, and the annoying publisher.

Even though Jonah's mouth was sealed shut, he was still ranting on and on about nothing anyone could understand.


	19. Life's Not Fair

Mary Jane was all alone in her room, tears dripping from her eyes._ Peter...Peter...Peter Parker..._

The phone rang and she pulled herself together. She picked it up after the third ring, wiping her eyes.

"Hello?"

"M.J.? Hey, it's Peter. Look, thanks-"

"Peter? _PETER! Peter! Oh my god, I thought you were dead!"_

"_Dead?" _He asked.

"Dead! You were carried off by Electro...he killed you! He did!"  
"What news channel were you watching?" he asked again.

"I was in the bathroom when it happened. I couldn't see you die, Peter!"

"Yeah, well, I didn't die. Electro let me go."

"No offense, but what an idiot." She giggled.

"I know."

They talked for a half-hour about his fight, and Mary Jane smiled even wider with each word Peter said. But then she remembered he dumped her because it was too dangerous for him to have a girlfriend who knew about his identity.

After his chat with Mary Jane he called Amanda, for no apparent reason. He cleared his throat when someone picked up on the other end.

"Hello?"

"Amanda? Hey, it's Peter."

"Pete. Hey. Oh my gosh..."

"What?" He said, is voice full of curiosity.

"My mom...she was...she was mugged."

"What?"

"Yeah...she was mugged. Oh god Peter..."

"What?" He said, asking again loudly.

"Peter...I thought he was good, I thought I could trust him..."

"Who?"

"Spider-Man." She answered. "He left her there, left her to die. He literally stopped and chased after someone else. He left her, Pete. Just left her."

With every word Amanda said, Peter felt more and more guilty.

"I know...I know you know him, Pete. And if you see him, if you see him, tell him, tell him I _hate _him. My mom's in the hospital. She's unconscious. _Still _unconscious! Because of him."

Peter sat on his bed after hanging up.

_No matter what I do..._

_It's not fair. It's just not fair. _


	20. Mary Jane's Visit

Peter lay on his bed, his hand under his head, and had a conversation with himself and the Spider-Man.

"Why should I keep trying?"

_Because, Parker, it's right._

"Everything I do turns out wrong. Because I was too busy with Venom, Amanda's mom got mugged. I really like her."

_No, she's just a rebound. You like Mary Jane. You always have. And you always like being Spider-Man. You know you can do some real good. You already have._

"What? What good have I done?"

_You know the specifics yourself, Parker. From the Sinister Six to helping out the Avengers! You are a hero._

"Not everyone says that."

_So what? Screw them! You know what's right in your heart. Uncle Ben did, too._

"Don't you drag him into this!"

_I don't have to. He's the reason I'm here. He's been dragged into this from the start._

Peter sat up, putting the talking to himself to a halt for now.

Uncle Ben...

Peter could remember the night he died. He could remember how clear and sad his eyes had been. He could see the disappointment on his kind old face. He could recall what a jerk he'd been right before his uncle's death. He could remember it all. Clearer than the day he found out his parents died.

There was a knock at the door, knocking him out of his trip down memory lane. He hustled down the stairs before Aunt May got up from the couch. She was engaged in an exciting episode of _'The Young and the Restless'. _

"I got it, Aunt May."

She didn't answer.

Peter opened the door. There was Mary Jane, her face stained with tears. She threw herself at Peter, hysterical.

"M.J...M.J..."

"My, is something wrong, dear?" Aunt May said, drifting her attention to Mary Jane.

"No, Aunt May. No...Mary Jane, come on, come upstairs. We can talk."

She nodded, trying to pull herself together.

Mary Jane literally collapsed on Peter's bed, hugging the pillow he had just been lying on. It smelled like the shampoo he used...it smelled so refreshing to her.

"Peter...you're here. You're okay."

"Mary Jane, was gonna call you...I figured you saw."

"I couldn't watch you die, Peter. I couldn't just stand there and watch my best friend get electrocuted to death. I ran out of the room, Peter. I was so scared, Peter!"

"Well, so was I! I was the one who almost died. Don't you think I was scared?" He said, not meaning to sound as harsh as he did.

"Spider-Man? Scared...I...I never really...you're Spider-Man..."

"Mary Jane. I'm scared. Okay? I realized that today. I'm scared to die. Can't you see that? I'm still the same fifteen-year-old kid, with or without that mask. Any teenager would be scared to death."

"Why didn't you...why didn't you beg? Why didn't you cry?"

"I was in shock, appropriately enough. It was unreal. After all my time as Spider-Man, that it could end. Just like that. I wanted to cry, M.J. Cry real hard. Cry for hours. Just sit there in front of everyone, in front of Electro, Torch, Venom, Thing, and just cry. Cry for you, cry for me, for Aunt May, for Uncle Ben."

Peter got up, undressing so he would be only in his costume.

"Come on, I'll swing you home."

"Where are you going?"

"Someplace I realized I really need to be, M.J. Someplace I really need to be."

A/N: Thanks for all the reviews, guyz. thanks for all your support! This is totally my fave story so far, I hope you all like it! Something big is on the way...just you wait!


	21. Uncle Ben

The cemetery seemed an almost holy place. He should really be getting ready for school, but he really needed to be here. Mary Jane had asked where he was going. He just didn't tell her. He was embarrassed, in a way. He hadn't been here in so long. He really felt bad about that.

The cemetery gates were locked this time of night, but Spider-Man only needed to hop to get over it. Uncle Ben's grave seemed almost untouched, as if it'd been there since the world began. He always wondered if he was really looking down on him. He always wondered if his parents were up there. Then again, he almost found out a short while ago.

"Hey, Uncle Ben. I'm sorry I haven't been here in a while. I'm sure Aunt May has. It's just...I didn't know what to say, how to start a conversation. I mean, I guess I can start with "I love you" and "I miss you so much". Uncle Ben, I felt so scared today. I felt like you were there, telling me it'd be okay. But then I was brought back here. Is that how you felt? When the gun was...well, you know.

Aunt May really misses you. And me, too. And, not to nag or anything, but we really need the money you used to bring home. It's hard for us. I bring home extra cash from my job at the _Bugle_, but its barley enough.

I just wanted to stop by...see how you are...see how I am. I love you, Uncle Ben.

And...Uncle Ben..._God,_ I'm so sorry..."

Like God was listening.

_Like God cared._

_Like God gave a damn that his life was in turmoil. _

_God was selfish, that's what I've realized through my years as Spider-Man._

_God is greedy. He does whatever he wants and doesn't care if good people get hurt in the process. _

_I have a bone to pick with him...but hopefully I won't pick it for a few decades. _

As he headed home he made a mental list of all the things he had to chat with God about.

The death of his parents The death of Uncle Ben 

_Aunt May's financial problems_

Harry's Dad being the Green Goblin 

_The Green Goblin killing Gwen Stacy_

_Having to break up with Mary Jane_

_Still having strong feelings for Mary Jane_

_Being teased with near-death experiences_

And those were just the basics!

Peter didn't sleep well that night, tossing and turning restlessly after a very, very, very long day. He hoped school would take his mind off that. He _really did_ hope.


	22. Osborn

For the fist time in a very, very long time, Peter Parker felt safe. Though the truth was inevitable, he felt like an average school kid. He loved being surrounded by banners and lockers and jocks and hallways and cafeteria screams. It made him feel safe. Somehow, it made him feel safe.

Peter Parker ran right to Amanda when his study hall period started. He didn't care about study hall. No one did, really. Amanda was at her locker, packing in some textbooks she used for the period before. She loved English class. That was one of Peter's least favorite subjects.

"Amanda!"

"Peter! Hey, how are you?" She said, slamming her locker shut. The sound echoed in the almost-empty hallway,

"How's your mother?"

"Awake, thank God. I'm sorry I got a little crazy on the phone."

"No, no. I…uh…I talked with Spider-Man a day or so ago."

"Really?" she said in disbelief.

"Yeah, yeah, I did. I told him…about…you know."

"What did that creep say?"

"He…uh…he told me to tell you he was sorry. He was really sorry. And that…uh…he'd go visit your mom in the hospital, but it'd be too weird for the staff there. He tired to send her flowers, but the store laughed at him when he signed the card 'from Spider-Man'."

Amanda smiled weakly. "He was gonna send flowers?"

"Yeah. So instead, he gave me this to give to you."

"Why'd he give it to you?" She asked, taking the folded piece of pink paper.

"He knows I like you."

She stopped. "Really? You…what?"

Peter patted her on the shoulder. "Yeah. Tell your mom I said I hope she feels a lot better. I'll try to come up and visit her."

Amanda clutched the note as Peter walked down the hallway. She opened it up frantically once he was out of sight. It was very wrinkled and the typed font had smudged in a few places. She held it out and read it.

"_To Amanda Wells and her Mom,_

_I can't tell you how sorry I am. I should've helped you, Mrs. Wells, when you were being mugged. And, Amanda, I didn't mean to stalk you. It just happened. You live close to the Parker kid, so I mean, I was in the neighborhood. I'm sorry about that, too._

_When I saw you, Mrs. Wells, I was already preoccupied with this serious bad guy named Venom. I' m sure you've heard of him. He was going to attack someone very close to me, or at least somewhat close to me, and I had to stop him. When I saw you…and then I saw Venom…I went after him. I keep forgetting that it's people like you that got me into this whole superhero thing, that I did this to help normal people like you.. It's not only supervillains I have to worry about, and I forget that sometimes. I don't expect you to forgive me, but just know I'm really sorry. And, I'm not sure if Parker told you this, but I would visit you in the hospital if I could._

_Sorry, again. Feel Better,_

_**Your Friendly Neighborhood Spider-Man"**_

Amanda held the note close. Maybe Spider-Man wasn't such a bad guy after all. He seems funny…

"Hey, Harry! What's up?"

Harry Osborn, the rich kid at Midtown High, waltzed over. Amanda, still being the new kid at Midtown High, wasn't aware that Harry was a zillionaire.

"Nothing, Amanda. Walking around."

"Cool."

"You?"

"Nothing either. Hey, what do you think about Spider-Man?" She asked him.

"Why?"

"I dunno." She sighed.

"He's weird. Mad weird. And I don't like him."

"I dunno…he _is _weird, though."

"Have you seen Peter Parker around?" He asked her, his hands in his pockets.

"Yeah. I think he has study hall." She responded.

"I wonder where he's been. I haven't seen him lately."

"He's busy with Spider-Man. The whole taking pictures thing."

"At the _Bugle?" _Harry asked.

"Yeah. You know, I've always wanted to be a reporter there."

"Cool." He shrugged. Harry Osborn wasn't used to long conversations.

"My mom's best friend, Betty Brant, works at that place. Wanna go? She can give us a tour or something. She always promised to."

"Why not. I'm bored as heck after school. Let's get Mary Jane to come, too. She loves to rant on Jameson."

"She knows him?"

Harry Osborn smiled. "We'll find out."


	23. Conversation In The Closet

Peter Parker was minding his own business, hoping his plan with Amanda had worked. He stopped by his locker, hiding the packet of pink paper he'd bought at the school store. When he closed it, a big, hulking frame appeared down the hall.

Peter's eyes widened. It couldn't be…

"Eddie? What the hell are you doing here?" Peter shouted louder than intended.

"Relax, webs! Remember,We are_helping_ you?"

"This is my life, Eddie! I can't be seen talking to _Venom_! This is _my life!"_

"Fine, then let's not be seen talking to each other!"

Eddie Brock took Peter by the scruff of the neck and threw him in a janitor's closet, closing the door behind him.

"Better?" Eddie asked.

"Sure…but, Eddie. I mean, this _is my life_." He said calmly, trying not to piss Eddie off. If it was one thing he had learned, it was not to piss of Venom.

"Look. That Jameson plan we've got, it's going on today. Four 'o clock. Be there." He said, poking him in the chest.

"Sure…okay…I'll be there. So what? We're gonna take 'em both down?"

"No. Just Electro. That wayus and Carnage won't be together anymore. We can hunt him down after we get Sparky. And we'll help."

"Sounds good. Okay. I'll be there. Can I go now? I've got to get to class."

Eddie smiled and nodded. "Sure thing, webhead."

"It's Peter, Eddie! Peter when the mask is off! You know that!"

He nodded. "Surewe do. But we love pissing you off."

Peter walked out of the closet casually, followed by Eddie Brock.

Peter spun around.

"I told you to come out later!"

"Sorry! We've got hearing loss since you punchedus last September!"

"Oh, stop whining!" Peter laughed.

"Eddie?" Said someone from around the corner.

Peter spun around. Mary Jane.

"Peter…you do now who that is, right?"

"Yeah. He's helping now."

Eddie smiled. "Hey, babe."

"Peter? Are you sure about this?"

He shook his head. "No." and then he turned to Eddie. "I need to get to class. There's a window that's left open over there…"

But Eddie ran off.

"The school doesn't have security cameras, right? 'Cause if they do I'm screwed."

"Yeah. You were talking with Venom! Look, I've gotta go. I need to meet Harry for lunch. Apparently he's got plans with someone and wants me to tag along."

"Have fun. Bye."

"Bye Peter."

Peter Parker looked at the clock as the redhead ran down the hall. Perfect. He was late for study hall. Just great. No one was late for study hall…it's study hall! How would he explain that? He had to stop and chat with a crazy man because he has plans to go kick some major bad guy butt? Yeah right. That'd fly great with the principal.

So Peter ran down the hallway, clutching his books, trying to get to study hall as fast as he could. Too bad he couldn't webzip there…that'd be faster.


	24. The Bugle Fight

Peter just wanted school to be over. He just wanted to go to save J. Jonah Jameson's ass, beat up Electro, set things straight with Eddie, maybe visit Amanda's mom in the hospital, and call it a day. Should he pick up flowers? That'd be nice of him…but with what money? His costume doesn't have pockets!

Finally science class ended, which was the last class of the day, and everyone was heading out the door and out of the building. Peter went into the boy's bathroom and changed into Spider-Man. He put his 'nerd clothes' in his backpack and climbed onto the ceiling and out through an air vent.

He was out swinging in no time, his backpack flopping all over the place. He headed straight for the _Daily Bugle _building, after dropping his backpack off at his house. He just left it in his bedroom through the open window. Aunt May heard him, so he left quickly.

He could just picture the look on Jameson's face. J. Jonah Jameson, who had hated Spider-Man since, well, ever, would be saved by him. Spider-Man didn't expect a 'thank you' or even a smile. What he did expect was 'Spider-Man! I knew you were working with these hooligans! I knew it! I knew it!'.

Spider-Man landed inside the office of J. Jonah Jameson, who was on his second lunch break. He sat there and waited. It was three fifty. What, was Eddie Brock and his crew on a tight schedule? Were they coming at four exactly? Spider-Man chuckled. _Supervillains. Whatever._

Jameson was back in his office at four fifteen_. The stupid trio must be running late. Or maybe Eddie lied. Yeah. That's logical. _

That's when Electro crashed into the office, followed by Venom and Carnage.

"Jameson!"

Spider-Man leaped down from his hiding place on the ceiling, guarding Jameson at his desk.

"I don't think so!"

"You! Who invited you?" Electro yelled.

"I did, stupid! You think I'd actually work with Carnage?" Venom laughed, punching Carnage in the face. Carnage sneered, and his body formed into six sets of different sized knives, each one looking even sharper.

"Finally! I knew this'd never work out! Sorry, Sparky!"

And the knives shot out at Venom and Spider-Man. Spider-Man dodged each one with the help of his spider-sense, but Venom just leaped out the window.

Carnage dove after him, as Spider-Man predicted.

"Jameson, get the hell outta here!" Spider-Man snapped, staring down Electro.

"Are you nuts? This is gonna be one hell of a story!"

"_Jameson!" _

Spider-Man was thrown through the wall, crashing on Betty Brant's desk.

"Shi…I mean, crap." He said, getting up slowly. Electro was a frigging moron, and he sent him flying through a wall. Embarrassing, much.

Spider-Man sat on the desk, staring at everyone. That's when he spotted Mary Jane, Harry, and Amanda.

"What the hell are you doing here?" He pointed at Mary Jane. "Get out!"

"Betty Brant was showing us around…and then…"

"I don't care M.J.! Move! Go! It's too dangerous in here!"

Carnage, peeking through a window, saw Spider-Man chatting with these little kids. He grinned.

"Look, get your friends out of here. I don't care what the hell you were doing! Go!"

"You know him?" Harry asked.

He heard Venom's roar, and everyone got a case of the chills.

"Are you not scared? Do you not know there are three crazed supervillains running around? Get the hell out of here now! NOW!"

"Right! Right! Guys, move it! Now! Come on!" Mary Jane said, pushing them. She looked at Spider-Man once again.

"Go!"

"How does he know us?" Harry kept asking.

"Just move! Just move!" Mary Jane said, thinking of ideas for how Spider-Man knows all their names. _Good going, Parker!_

Spider-Man leaped back inside with Electro, who had Jameson in a chokehold.

"Electro…let him go."

"No! No! I've planned this for too long!"

"Electro! The man hates me! Do you really think I care a lot about him? Plus, it'd be a murder. Yeah, that'd go good at your trial!"

"Trail? I'm not giving up."

"No…but again, remember I said about the talking thing?" Spider-Man smiled and launched a powerful uppercut at him. It was the same one he had used once before to subdue him on that rooftop.

"Same old _tricks_…same old _Electro…"_


	25. The Vault

The authorities had shown up, and then some guys from The Vault. "The Vault" is the widely used nickname of a prison facility for super-human criminals (basically supervillains). The prison's full official name is the United States Maximum Security Installation for the Incarceration of Superhuman Criminals. Supervillians such as Rhino, Orka, and Klaw had been held here.Carnage had even been held here many times, after escaping many times.

As some the guards used specially designed handcuffs to control the still unconsious Electro, another group was questioning Jameson. Spider-Man just stood there, as if he invisible. He was the one who punched Electro out, wasn't he?

Jameson was outraged with his trashed office.The desk was broken in two, three of the windows were cracked and smashed, there were papers everywhere, _and I mean everywhere_, and parts of ceiling rubble were scattered on the floor.

Spider-Man scratched the back of his neck. He felt really bad about this, even more so than usual. Jameson kept glaring at Spider-Man, but he pretended not to notice. He'd make it up to him somehow.

Finally a man in one of the matching Vault uniforms came over to Spider-Man.

"It's about time. What, am I just a witness here?"

"Spider-Man, is it true you had prior knowledge to this attack?" The man asked.

"What? Uh…incase you didn't notice, I just did your job for you. I'd expect a 'thank you, Spider-Man' or 'We owe 'ya one', you know?"

"Please answer the question, Spider-Man." The man snarled.

"Yes. I did. But, I mean…"

"Why didn't you contact us or S.H.E.I.L.D.? Or _some sort_ of proper authority?"

"Excuse me?" Spider-Man snapped. He couldn't believe this.

"Due to your ill-judgement this man's property has been deystroyed." He pointed to Jameson.

"But…but…but!" Spider-Man was speechless. He couldn't believe this. Were they joking?

"Leave him alone, he's just a kid." A man in uniform who was getting some details from Jameson said.

"A kid? Just a kid? Are you serious? I'm Spider-Man! _THE _Spider-Man!" Spider-Man laughed in disbelief. Was this really happening?

"Spider-Man's nothing but a public menace! I knew he was bad news," Jameson growled. "He's immiture, irresponsible, and is in it for the fame. He doesn't care.

"Oh, sure! Yeah, that's it! I don't care. You got it right, J.J.! This whole time of risking my ass for you and this frigging city, and I just didn't care!"

No one said anything. Some of the men in uniforms read their clipboards like they weren't paying attention.

"Every time people are in danger and people need my help, it's _'Oh my god! Thank you, Spider-Man!'_ but when I do something good on my own, when I make a decision, no one cares and I get it thrown in my face. And you started it, Jameson."

"Don't you blame me, Spider-Man." Jameson snapped.

Spider-Man sighed.

"I remember when the most I could do was to just blame myself, I just took it. But I know better…I know… I risk _everything_ for these people! Why can't you just believe that? I don't understand. I don't…"

"I'm sorry about your office. I…I'll try to fix it or make it up to you. I mean, you don't really deserve it, but I will. It's the right thing to do."

And, starting to head for a broken window, he pointed at the guys from The Vault.

"And, you are _SO_ welcome. Please, it was my pleasure to do your job for you! And, when Electro wakes up, make sure you tell him Spider-Man said he is a total idiot. _Promise?"_

They nodded uncertainly.

Spider-Man nodded and headed out for the city. He hated Jameson. He hated everyone. It was so unfair. He usually didn't go off on a tantrum like that…but he was just ticked off.

He had to find Mary Jane, make sure she was okay.

And Eddie…before those stupid men from The Vault did.

Where was he? Where was Carnage?

God damn it, he hated hide-and-seek! He always had to seek and never could hide. And he hated seeking. Because those who are hiding could easily seek him out before he even knows what's going on…

That's when he saw Venom leaping through the air. He was headed for the _Daily Bugle_ offices.

"Hey, webs!"

"Venom! Don't go in there!"

"Why not?" He said, this long, pointy teeth sticking out like knives. He crashed through the window Spider-Man had just leapt out of.

_Oh no, those guys from The Vault will pulverize him! _Spider-Man thought as he followed Venom back inside. As soon as he looked around, guns were being pointed at the two of them.

"Great going, webs." Venom said out of the corner of his mouth.

"I tried to warn you…"

"Yeah. Good job." Venom hissed sarcastically.

The guns made little buzzing noises that showed they were ready to fire.

_Grreeeaaaaatt…._


	26. The Bullet

"Don't shoot, don't…don't shoot, guys." Spider-Man said calmly.

"Yeah…what he said…" Venom nodded.

The Vault guys groaned. "Spider-Man…you're telling me_ you're_ friends with this guy?"

With his hands up and feeling totally stupid, he nodded.

"Venom's working with me to catch Carnage. He helped with the capture of Electro. It's true!"

"Which was a _disaster."_ The guard said.

Venom, starting to feel nervous, jumped out of the window. The guns started firing. Spider-Man used his spider sense to leap out of the way of one, but then ducked in mid air to avoid another. He shot weblines in a zillion directions to clog the gun barrels.

The guards were dumb-struck. Stunned. They had thought Spider-Man was an okay guy, but to help Venom?

Once he landed, one guard informed him, "Spider-Man. You are under arrest for suspicious activity involving the wanted criminal known as Venom. You have the right to remain silent. Anything you say can and will…"

"Are you crazy? Can you even arrest for that?" Spider-Man said, cutting the guy off.

" I SAID You have the right to remain silent. That means _shut the hell up!" _He snapped.

"We're not like a regular police force, Spider-Man. We can arrest any super-perosn for any reason that we seem appropriate. We need to bring you in for questioning."

"What, should I tell my family at home that I was take to a secret prison for s_uperpowered_ people?"

Just then, feeling nervous and extremely scared, Spider-Man started to dive out the window like Venom had. But in doing so he was momentarily helpless in midair, as he diving out the window. And the guns took full advantage of it.

As Spider-Man shot a webline to break his fall, he felt a hard, sharp pain through his shoulder. He let go of the web and somersaulted in the air, his arms and legs just flopping around, and landed with a hard _smash! _onto a low rooftop.

_Oh my god…_Spider-Man thought, desperately grabbing his shoulder and trying to stop the bleeding. _I've…I've been shot! I've been shot in the shoulder! Oh my god…_

It was almost unreal…like he was in a bad dream. He was shot…actually shot. He couldn't believe it! He was never shot before! He was…he never thought…

_I think I'm gonna puke...everything's spinning...so dizzy...so...pain...pain...help...God, help..._

He heard people screaming, and it came clear it were those assholes from The Vault.What, did they have the perimeter surrounded? They were coming up the stairs...

They didn't give him any warning. No chance to surrender or come out with his hands up, they just started shooting. Spider-Man ran, grabbing his bleeding shoulder, and leaped off the rooftop. He was in so much pain he couldn't see clearly, couldn't think straight. All he knew was that he had to move, run, get away...

...Get Away...


	27. To The Rescue

Amanda loved the evening. Not nightime, but when the sun was going to set, when dinner was being made, when homework was all finished, and when she had time to herself. Amanda was on the phone with one of the new friends she had made, Wendy. Wendy was best friends with Mary Jane, and since Mary Jane had been hanging out with Harry and herself at the time Spider-Man saved their butts, Wendy knew all about it. And she wanted the details from each one of them.

"What did he look like?"

"I don't know."

"Was he cute?"

"I guess. He seemed like he...like...knew us."

"Cool!" Wendy was so excited Amanda felt the energy through the phone.

"I don't want to talk about it. You know how much I hate Spider-Man."

"Yeah...but, didn't he apologize?" Wendy asked.

"Sorta...I mean, he wrote an apology letter."

"Doesn't that count as an actual apology?"

"Yeah. I guess...oops. Got someone on the other line. Hold on." Amanda said.

"Holding."

Amanda cleared her throat as she switched to the other line. Who could it be? She didn't really know a lot of people since she moved.

"You have a collect call from Peter Parker. To Accept, Say Yes." Said an automated female voice.

"Yes. Peter! What's going on? I was just talking to Wendy."

"Amanda?" said a weak voice from the other end of the phone.

"Peter? Are you okay?"

"...Help...Me...Pain..."

"Peter? Oh my god, where are you?"

"Don't bring...anyone...help..."

After he slowly gave her directions to his location and what she should bring, she darted out the door, accidently hanging up on Wendy as well. She darted towards the city and got a cab as soon as she could.

_Peter...what the hell could have happened?_


	28. One Hell Of A Day

"Stop here!" Amanda said to the cab driver, racing out the door even before the taxi stopped.

"You sure this is it?" He asked her.

"Yeah!" She said, shoving some cash through the window. "Keep the change!"

Once the taxi pulled away, she frantically started looking for Peter. What could have happened to him? In her hand was a plastic bag full of items he had asked her to bring: a change of clothes, first aid kit, cell phone, small backpack, and some extra cash. She didn't know what the hell he wanted with all this stuff.

"Peter?" She whispered, looking around. No one was around. This was creepy.

Then she heard a trash can fall over. She ran down the alleyway.  
"Peter?"

Another trash can fell. That's when she saw him.

Peter Parker's face was all she recognized. He was wearing a costume…and blood…

"Peter?" She asked, coming closer to him. Once she saw him clearly, she cupped her hand over her mouth. He was wearing the Spider-Man costume.

"Amanda?"

"Peter! Oh god! You're…you…"

"Amanda…help…" He moaned. "You…you're the fist person…I thought of…I had to call…"

"Peter…oh my god…you're shot! What…oh my god…"

Amanda helped Peter up and helped him change his clothes. Walking around in his tights wasn't a very good idea. She put some Neosporin or whatever the hell it was on this wound to try and help, to do something. "

"It's already infected." He told her.

"We need to get you to a hospital!" She said.

"Yeah, and then what? Get arrested?" He said.

"Peter, come on…"

"No…no…" He staggered upwards, holding onto Amanda for support. He yelled in pain.

"Peter, we're going to a hospital. I don't care!" She said, cutting him off as he was about to speak.

This turned out to be one hell of a day, Amanda concluded as they limped their way off. Yeah. Yep, one hell of a day…


	29. The Truth

Amanda and Peter had walked into the hospital separately, Peter about to faint from blood loss. Amanda sat in a chair, scared as shit and watching her friend limp down the marble floor.

That's when Peter collapsed. Amanda rose from her seat, like everyone else. A doctor ran over and checked his vitals and everything that was the routine procedure. Then they dragged him off, and Amanda was left alone with terrible thoughts and full of hope.

Pain. That was the first thing Peter realized when he opened his eyes. Pain. It hurt like a bitch!

_What the…ooh yeah. I was shot. Wait… I was shot? I was shot! Ooh my god I was shot! _

Peter pushed himself to sit up straight. Doctors were outside his room. He could hear them talking from beyond the door.

_I gotta get outta here…OOOWWWW! CRAP THAT HURT!_

Peter dove out the window and crawled down the street, full of agony and being tortured with each movement of his shoulder. His spider sense went off as soon as the doctors entered the room with some policemen.

_Ooh yeah, thanks a lot, spider sense! Where were you when I was frigging shot!_

Amanda heard the pandemonium of a missing patient. People were running around everywhere. That patient was Peter, she concluded. He was okay…he was alive…he was Spider-Man…

Amanda ran from the waiting room, clutching the plastic bag full of the items…and his costume…

_He was Spider-Man? This whole time? Why…how…oh holy shit! _

She met him outside, awkwardly, of course. He was hiding behind another dumpster when Amanda found him. Boy, he sure did like dumpsters.

He stood up, his shoulder wrapped up with mounds of bandages. She squeezed the handle of the bag.

"You were Spider-Man? This…this whole time?"

"Yeah."

"You were stalking me?" She asked again, casually.

"Yeah." He shrugged, later realizing that that hurt and it was a bad idea.

"I can't believe it."

"Yeah. I know. I…I didn't want to tell you…because you hated Spider-Man. And…if I was Spider-Man…"

"You didn't save my mom from that mugger?"

Peter gave another painful sigh. "Yes. That was me."

"I can't believe it. Peter. My friend, Peter, is Spider-Man."

"I mean…I liked you, Amanda. I mean, I DO like you. And if I was Spider-Man…"

She put her hand up. "I understand, Peter."

"You do?"

"Yeah. But…I mean…"

"What?" he asked.

"I've…I've been seeing someone else."

"Who?"

"Harry Osborn"


	30. Home Again

Peter Parker refused to swing them home after that. They took a taxi cab home, an it was a very awkward ride. Peter kept grabbing his shoulder. Amanda would put her hand on his, as if saying _"Wait until we get out of the cab!"_

Peter Parker snuck into his room through the window and went to bed straight afterwards, yanking his shirt off and sleeping in his jeans. People wanted him arrested. He was shot. His crush knew he was Spider-Man. She was going out with one of his friends. _Yeah, pleasant dreams, all right._

He wanted to go back to Amanda, go back an explain everything to her, now that she knew. But how? Why? She was going out with Harry. Harry was going out with her. He wasn't going out with anyone. Why should he?

Because he wanted her to be with him. He missed Mary Jane, sure, and she was amazing and beautiful and pretty and smart and understanding, and…wait…Mary Jane?

Did he still like Mary Jane? Was Amanda just a rebound? He was so confused. He didn't want to think about any of that. He wanted to sleep…he wanted to relax…he wanted more pain killers…

A/N: Sorry for the short chapter. But something huge is gonna come up, and I didn't wanna squeeze it in with this. Love ya! Thanks for the reviews!


	31. Some Day Off

_I'm gonna take the day off, _Peter said as he sipped a morning cop of orange juice. Aunt May had prepared scrambled eggs, sausage, ham; works. His shoulder was in agonizing pain, though. The aftermath of it all.

Aunt May read a copy of the_ Daily Bugle _while she sipped a cup of decaf coffee. She was in a pink robe and matching slippers.

Peter was indulging himself, savoring everything he ate.

_I better go on 'weight watchers',_ he thought._ I'm not gonna fit in my costume if I keep this up!_

But Spider-Man was the last thing on his mind. He wanted to relax, wanted to calm down, get well-rested, get that shoulder better…

Peter spat out the eggs that were in his mouth and snatched the paper from Aunt May's hands from across the table.

"Peter!" She snapped, but she saw the look on his face. "Peter?"

On the cover of the _Daily Bugle _were three pictures…one shot of Harry Osborn, one of Mary Jane Watson, and the other of Amanda Wells.

The headline read: **_"Carnage Takes Three Teens Hostage-Blames "the Spider-Man!""_**

Peter flipped to the page that the article was being displayed on and began speed-reading, skimming each line for important key words.

"_Carnage…angry…revenge…Venom…3 teenage kids…Brooklyn Bridge…Osborn…Watson…Wells…Spider-Man…all his fault.."_

"Holy effing crap." He said, getting up from the table. "Aunt May, I need to go."

"But Peter…?" She tried to stop him, but he had already left. She looked at the cover of the paper again, put her hand over her mouth and whispered "Oh dear."

Spider-Man could be seen swinging to the Brooklyn Bridge minutes later, his arm in a splint and useless during his web swinging. It hurt so much just to swing around. He was in for it now.

The Brooklyn Bridge was like a movie scene. Police lines everywhere, guys from both S.H.E.I.L.D. and The Vault, Carnage standing on top of the bridge, full of power, and the three helpless victims, scared as anything. And, of course, there was the hero.

Spider-Man stood on the roof of a nearby building. It was so warm out, such a nice day out, and Carnage was about to kill three people he cared about the most. Anger and hatred was bubbling in his chest. And he needed to vent some of this aggravation and punch someone already. He didn't care if it was Carnage, Venom, or some guards from the Vault.

Okay…Here goes everything… 

Spider-Man jumped over to the bridge from another rooftop about fifteen feet away from where he was. The bridge was packed with the police. Spider-Man landed right in front of Carnage on one of the support beams.

"Finally. You showed up."

"Leave them alone, Carnage!" Spider-Man yelled over the roar of an NYPD helicopter. "They didn't do anything to you!"

"No…but I saw the way you looked at them during our little fight at the _Bugle. _You were worrying your ass off. I don't know how you know these kids, and I don't really care. You and Venom got my need for revenge a whole lot higher. Once I've killed you, then it's Brock's turn! You got Electro, but he's nothing compared to me. Nothing."

"Yeah…okay…just…look…"

"What's wrong with your arm…?" Carnage asked himself.

"Let them go, Casady. Please? With sugar on top?"

"You are very annoying."

"Thank you." Spidey said proudly.

"You're arm…ooh that's right! You were shot! I heard about that…it was all over the news. Spider-Man got shot by some guy from the Vault. I know some of them personally, they're not very nice people."

Spider-Man knew Carnage was just toying with him, getting ready to attack. Spider-Man needed to come up with a plan…and fast…that didn't involve himself re-injuring his shoulder.

…_psh…this is some day off…_


	32. Hostage Situation

As Carnage rambled on and on about something, the webswinger wasn't paying attention, he tried to figure out how he could get all three of them out of there at one time…and fast.

Carnage would kill one of them if he went back and forth.

Carnage would totally kill any one of them without a doubt.

Too bad he couldn't just yank them away with his webs.

_Wait…his webs…! _

In one, quick motion, Spider-Man sent a big, goosing blob of webbing to the three hostages, who had most likely already pissed their pants. They were tangled together in his webbing now. He yanked the end of the web, sending all three of them flying at the same time towards him. He caught the mass of teenagers and started to run away, scared Carnage would come and kill all of them.

He hung them from a lamppost and stood there, unsure of what to do. He had to fight Carnage, but he had a bad shoulder. He'd been shot, for crying out loud! He just couldn't get a break! Maybe a break in the leg or arm, but that's not what he was talking about.

Spider-Man watched as Carnage leapt at him. His body was screaming, _Go! Go! Go! Run! You can make it! _But his mind was just saying, _Why? You're wounded. You're dead anyway._

That's when this huge creature appeared out of nowhere, taking Carnage out in midair. Spider-Man smiled behind his mask. _Eddie Brock. _

The guys from S.H.E.I.L.D. and the Vault were going crazy now. They were all over Carnage and Venom, trying to intervene but pretty scared. Spider-Man spotted J. Jonah Jameson talking to a guard from the Vault. Jameson never missed a chaotic moment for his paper. That guard seemed familiar…

_Oh my god! He's the asshole that shot me!_

Spider-Man jumped down, being sure not to make eye contact with Carnage, and walked right up to the guard. He showed him his arm.

"You shot me!"

"Spider-Man? You're under arrest! It's about time you turned yourself in."

"Did I say that? No. All I said was, "YOU FRIGGING SHOT ME!" You! Did this! To me!" He said, pointing to his shoulder.

"I was doing my job." The guard said, aware that Spider-Man was extremely pissed off.

"I don't really care!"

That's when another guard ripped his splint off from behind. The guard that put the bullet in his shoulder twirled a set of handcuffs around his pointer finger.

This is not happening… 

"Spider-Man, you are under arrest. You have the right to remain silent. Anything you say can and-"

"No!" shrieked a voice.

It was Amanda, the girl who hated Spider-Man, running over to his rescue.

A/N: Thanks SO much for all my reviews! I love them so much and they're a great help!

Unforunately I will be unable to update this story soon. I am moving out-of-state and I will not have a computer for a while. Right now I do not have one, and I am at a friend's house right now. I'm really sorry for the inconvience.

Thanks. Love you all!


	33. The Choice

It was truly a pitiful and pathetic sight. Here is Spider-Man, one of the greatest heroes of all time, injured and helpless. His costume was still stained with blood, and there was a bullet hole presenting where it had penetrated. And his quick thinking had just saved the lives of three teenagers. But now he was being arrested!

"Are you nuts?" Amanda asked the guards. "He just saved us!"

"He's been socializing with criminals, kid. This is above your head."

Amanda looked at the other two teens. They were being tended to, still traumatized and unaware of Spider-Man's situation. But since Amanda found out that Spider-Man was really Peter Parker, he was all she thought about.

"Spidey has his own ways of dealing with things, officer! I thought you would understand that! He just saved our lives, and you're arresting him!"

"I'm just doing my job, kid."

"And I'm doing mine!" She stood in front of Spider-Man, who was grabbing his wounded shoulder.

J. Jonah Jameson was loving this. Spider-Man was getting arrested! Finally! A smile was across his blockhead face.

Amanda was infuriated.

But she wanted to act mature, calm and understanding.

"I'm sorry, but I won't let you arrest him."

"Uh…can I have my splint back? Since I was _shot_ and all." Spider-Man asked.

A guard reluctantly gave it back to him. "We don't really have any ground-breaking evidence."

"The boss isn't gonna like this..." The guard that had shot him said.

That's when Carnage's crackling laugh poisoned the air.

Venom's roar came next.

All Spider-Man could do was watch with the guards and Amanda as the two beat the crap out of each other. Left roundhouse, uppercut, right jab, jump-kick to the jaw, it was all he could comprehend.

He grasped his shoulder. Ow…it hurt just to watch.

He still couldn't believe he'd actually been shot. It was still unbelievable.

Before he knew it, Carnage was handcuffed by some Vault guards. Venom was surrounded by others. His hands were slightly up and he was staring into the barrels of paralysis pistols.

"Hey. Talk with Spidey. We had a deal."

"_Shut up!_ You are under arrest!" a guard shouted.

"Spidey. Intervene?_ Now_? That would be a good idea. You know, tell them."

Spider-Man shook his head. "I'm sorry, Eddie. I…I _can't." _

"…What?"

"I'm sorry, Eddie." Spider-Man drooped his head.

"But…but you-you gave me your word!"

"I'm sorry."

"_Your word!"_

And that's when he was knocked out, handcuffed, and prepared for prison.

Spider-Man felt so guilty, like such a dirt bag. He had to. He couldn't let Venom rampage around the city. He…he had to…

As Jameson walked past him, he muttered, "Captain America could have kept his word."

Spider-Man lunged at him, grabbing his shirt and pulling his face towards his own.

"Captain America is a _legend!_ But I'm just a _person!_ And people have to make _choices_…"

He threw Jameson back, making him stumble backwards into some other onlookers.

"…And live with them!"

A/N: Hey all. I got a chance to update at a friend's house. It totally sucks I don't have a computer at my house, but I am doing my best to update the story when I can.

Thanks for the reviews! You rock!


	34. The Departure

He felt like an asshole. He betrayed his friend…someone who trusted him…he had to, he had to! He couldn't let him go free…he was a criminal…

Spider-Man looked at Amanda. She was still astonished that she had talked these guards into believing that he was good! She felt on top of the world. Then she looked at him, too. She just looked at him, her friend.

"Can you take me home, _Spider-Man?"_

"Yeah. I sure can."

And before Mary Jane and Harry even knew he left, Spider-Man was halfway there. Amanda held onto his 'good' arm, making sure she was nowhere near the gunshot wound. She couldn't believe it…Peter was Spider-Man…no way…it couldn't be..

Spider-Man crawled into her window through a small opening, pushing it to increase the size of the gap. She jumped off of him and brushed herself off as he helped himself in.

She looked at him with uncertainty and confusion.

"….Peter…?"

He took off his mask to prove it was really him. "Yeah. Its me."

As he put it back on, she just looked into his eyes.

"Peter…."

"Hey, I'm still the same guy I was when we first met. I was Spider-Man before I knew you…"

"I know…but ever since my mom…the mugger…Spider-Man's just…just…" she couldn't think straight.

"Just say the word and I'll be the one for you."

"But…" she said, unsure of what the right decision was.

"I have an idea. Meet me at the _Bugle _tomorrow at noon." He said, getting ready to leave.

"What? Why?"

"I have a way to start off your career as a reporter."

Amanda rushed over to him. "_Really?_ An _interview?"_

"Only for you. No other reporter."

She hugged him.

"Peter…Peter! Thank you thank you!"

"Just…don't make it obvious that we know each other?"

She nodded as he leapt out the window.

Wow…Spider-Man…He showed me his face… 

_But…I…I don't love him…_

A/N: Okay! I got this up as soon as I could! Thanks for all your reviews and for being patient. I still don't have a computer but I'm working on it! I updated as much as possible!


	35. Through The Window

Mary Jane Watson felt so comfy and warm. She was home, in her room, changing into her Happy Bunny pajamas. Her red hair was brushed straight, and her pink pedicure stood out from under her long pants.

And yet…she still felt vulnerable and at risk. That something was going to come out suddenly from the dark and kill her. And that she'd be all alone. She just didn't feel safe.

Spider-Man swung over to Mary Jane Watson's house a little later.

"M.J." He said, landing outside her window. One hand was above it and one to the side as he peeked his head through. Mary Jane jumped.

"Ugh! You scared me!" She said.

"Are you okay?" He asked.

"Yeah, I'm okay. Just a little shaken up. Of course, _you _wouldn't know. You left so fast I thought that you were on the run for murder."

"Close enough." He laughed.

"What?"

"Never mind. I had to drop Amanda home."

"You mean…she knows?" Mary Jane asked.

He nodded. "When I was shot she found out."

"Oh my god. You were shot?" She got up and walked closer to him.

"Yeah. Don't you read the tabloids? I called her."

"You could've called me!" She said angrily.

"Nah...I needed her to know. And this way…she found out."

"I…I thought I was the only one that knew…"

Mary Jane felt an awkward silence coming on, and she was very right.

They just looked at each other, unsure of what to say.

"…Is Harry okay?" He asked finally.

"Yeah."

"I'm sorry…Carnage must have seen me with you."

"You _think?"_ She snapped back.

"I'll see you later, Mary Jane. I'm glad you're okay."

"Yeah. Sure."

And as he swung off towards the Parker household Mary Jane got the chills.

"What a night." She said to herself.

She didn't think of Spider-Man, though. She thought of Peter. Peter Parker. Her ex-boyfriend. Who she still loved. And still feared.


	36. Getting Ready

Amanda tried to give off the impression that she knew what she was doing, but it didn't work at all. She was lost and confused, unsure of where to meet Spider-Man and how to make it official that he was coming. She didn't want to go see Mr. Jameson. He scared her. And this place was so cluttered and hectic she didn't know where she was.

That's when she saw Betty Brant. She was at a desk, in front of Jameson's office. Amanda walked up to her, clutching a big pocketbook.

"Ms. Brant?"

"Amanda! How are you?" Betty Brant smiled.

"Fine, fine."

"You're mom?"

"Fine as well." Amanda replied.

"What can I do for you, sweetie?"

"Well…this might sound weird…but I'm kind of meeting someone here for an interview."

"Ooh really? Finally getting your 'big break'?"

"Sorta." Amanda replied.

"Well…who's coming."

"Uh…Spider-Man."

Betty Brant froze.

"Are you sure?"

"He said so. At noon."

"Mr. Jameson will want to talk to you."

"Uh…o-okay."

Amanda followed her into Mr. Jameson's messy office. He was smoking a cigar with his feet up on his desk.

"Ms. Brant! Ever heard of knocking?"

"Mr. Jameson, this young girl has something to tell you." She pushed Amanda forward.

"No. I do not want to buy girl-scout cookies."

"No…Spider-Man and I have an interview planned out. He said he'd be here at noon."

"What? Yeah right!"

"No…he did say it, sir. He said to come here." Amanda said, not afraid to show the intimidation in her voice.

"What time is it now?"

"Eleven fifty five."

"If he doesn't show up, you are being kicked off the premises."

Thank you, sir." Amanda said.

Amanda waited outside Amanda's office, clutching her bag. Inside was a tape recorder, pen and notepad, plus all her girly stuff she always carried around.

_Please come here, Peter! Don't make me look like an idiot! _

Sure enough, Spider-Man crashed through a window inside Jameson's office. It was open, of course. Everyone heard it, and Amanda did a little victory dance.

"Wells! Get in here now!" Jameson screeched.

Amanda rushed through the door.

"Spidey! You showed!"

"Yeah, I did." He said blankly.

"Spider-Man…do you know her? And thanks for trashing my office!"

"Kinda. Met her last night. Heard she wanted to be a reporter." He said. "And, you're welcome."

"Okay…get me a photographer here now! Spider-Man, Ms. Wells, go to the back room, please. That's where we can do the interview." Jameson said.

"Why are you so nice, J.J.? A story more important than your dignity?" Spider-Man laughed as they entered the bright room a few feet away.

"Wait here!" Jameson howled as he had someone bring in a few chairs.

Spider-Man and Amanda sat across from each other. The tape recorder was out and ready.

Jameson came in with a young photographer.

"I'll be supervising the interview. Just pretend like I'm not here."

"Yeah…that'll be hard with all the cigar smoke." Spider-Man said, faking a cough. As they all sat down, Spider-Man motioned at the photographer.

"Where's that Parker kid?"

"I couldn't reach him." Jameson said through gritted teeth.

"What do you pay him, anyway?" Spider-Man asked.

Before Jameson could answer, he laughed and said, "I bet it's not enough."

"Okay, Spider-Man," Amanda said, crossing her legs. "May we begin?"

"Whenever you're ready."

"Okay…let's go…"

And she pressed a button on her tape recorder.


	37. The Interview

"Spider-Man, thank you for allowing us to interview you."

"My pleasure, Ms. Wells."

"So…Spider-Man…how did you get your powers?" She asked him.

"Uh…if you don't mind, I'm not really going to answer that. I didn't fall into a barrel of toxic waste, though. And I'm not an alien. Hopefully that stopped _some_ rumors."

"Okay. Let's get to the question most of the ladies in this city want to know: Does Spider-Man have a _girlfriend?"_ Amanda questioned encouragingly.

"Well…_heh_…Spider-Man doesn't even know that answer, really…there's one girl. She's amazing. She's funny and cute and smart. I've known her since…well…forever, really…and then there's _another,_ one that I can't get out of my head. It's hard, really, because a relationship can't really work out for me. The girl would have to know I'm Spider-Man because I'd be running off all the time to 'save the day'. I did tell her…but I don't know…she doesn't like me very much…but I hope she can learn to love the man with_ and _without the mask."

Amanda cleared her throat. She knew he was talking about her.

"Spider-Man…some people just can't understand why you do what you do. And that's probably why it won't last. Some people just don't trust you…and…"

She saw Spider-Man grabbing his shoulder.

"Spider-Man…is it true you were recently shot?"

"Yeah…yeah, that's true." He said, understanding what Amanda was saying about relationships not working.

"For an extremely stupid and illogical reason?"

"Yep." He nodded, slouching back in his chair.

The photographer took a picture, and Spider-Man felt his eyes go out of focus.

"Turn the flash off!" Jameson screamed.

"O…okay."

"Like you're not even there, huh_, J.J?"_ Spidey laughed.

Amanda shook her head in confusion.

"Spider-Man…you were _shot! _And…after all this slandering and thrashing you've taken…why do you still do it? Why risk your life for…for strangers? People you've never even met? I mean, what do you do out there, search for a place to die? It's so dangerous…it just doesn't seem normal."

"I've asked myself that as well, Amanda. You don't know how badly I want to burn this costume and say this city isn't my problem. I want to _so_ badly..."

"Then why don't you?" She asked. "We have cops to do this sort of thing."

"You see…police officers say that superheroes like me should mind their own business. They say we're not responsible. But the truth is, _we are_. We have the power to do something. And with great power comes great responsibility."

Amanda switched positions, thinking of another question. She hadn't made any before this interview. Bad idea.

"And another time, with Electro at the Baxter Building. We all know if Electro wasn't so…well…stupid, then you might not be here right now. Did that traumatize you in anyway?"

"Well, of _course _it did. I'm a normal kid under the mask, Amanda. And to think that my life was over, that I didn't do everything I wanted to, that'd I'd never see my friends and family again…I was scared."

They heard a _click,_ and he knew that a photo had just been taken. That little _click_ was annoying…

"Is anything the newspapers say true? About you collaborating with various villains?"

"No. _none of it is true._ And I want that in bold or italicized or something! I am not a _criminal!_ I may have jay-walked a few times, _but that's it."_

Amanda laughed. "What would people say if they knew who you were?"

"They wouldn't believe it." He simply said.

"How so?"

"I'm not this funny or cool in real life. Only when the mask is on."

Amanda smiled.

"You are amazing, Spider-Man. But there are still some people who don't trust you. What do you say to them?"

"Don't believe everything you read. I don't bite. I mean…I'm just here to help."

Spider-Man scratched the back of his neck.

"Can you look at yourself and feel proud of everything you've done?"

"Yeah. I can. Because I know I'm helping people. And I don't care how many blowhards like Jameson, _no offense, J.J_., think otherwise. It may annoy me, but I mean, people have freedom of speech." The webswinger said, feeling very good about himself.

"Are you the person you thought you would be? I mean, the superhero? Did you see yourself as this…this 'Spider-Man' character once you had gotten your powers?" She questioned.

"No. _Please_. Me? A superhero? That's crazy. Let's see…when I started to get my powers I thought I was gonna die. It hurt so bad…and then…when I got them…it was like, _Oh my god! I'm shooting freakin' webs outta my freakin' arms!_ I tried showbiz…that didn't work out at all. I lost someone very close to me. And that's what started me off, actually. The death of a loved one."

"Oh. I'm so sorry." Amanda said, unsure of what else to say.

"Because of me…because I was selfish and a huge jerk up in the spotlight…someone very close to me died. And I guess I just wanted to…to do something good, after what…what happened. I'm not who I thought I'd be, no. _Hell no_. I thought I'd be a normal kid with a normal life. Never in a million years did I think I would be wearing these tights. I'm trying to make the best and worst dressed lists at the same time!"

Amanda smiled. And looked at the clock. "Well, I don't want to waste anymore of your time Spider-Man, thank you so much."

"It was my pleasure, Ms. Wells, It was my pleasure. I have to head out now. I hope I helped you with your career of a reporter."

"Thanks. I hope so too."

He got up, talking quietly to Amanda so Jameson or the photographer couldn't hear. Jameson was busy screaming at the photographer for something he did wrong. Even if it was the fact he was dressed casually.

"Amanda…" Spidey said.

"I'm sorry. I just…I can't date the man who runs off to get his ass kicked every time something bad happens. Spider-Man is…I'm sorry. You're a great guy, but I can't be around him 24/7."

"Yeah…Sure."

"You're a great guy, and I love hanging out with you. I'm lucky to have a friend like you."

He looked at her, his head slightly slumped to the side.

"Me too."

And he was gone.

Jameson walked over and put his hand on Amanda's shoulder.

"Good job, Ms. Wells. I'll be sure to call you if there are any stories available. I know you're just a kid but…_Dammit! Turn the flash off! I don't want to go blind, kid! What are you, addicted to pressing buttons and bright lights!"_

Amanda shook her head_. Thanks a lot, Parker! Now I'm stuck here, working for this crack-up! _

But she really did thank him. Deeply.


	38. Back To School

Peter Parker read the interview in the next copy of the _Bugle. _It was really strange to see his exact words in print. And Amanda's…

Peter called Harry Osborn that morning, and one of his butlers or something picked up.

"Just tell Harry I called." Was all he said. Harry didn't know he was Spider-Man, so he didn't want the butler to give info that Spidey himself could have.

Aunt May served breakfast that morning. The same pancakes and bacon she made every Monday for Peter.

"How is that Amanda girl you like so much? I saw the news…how awful!"

"She's okay." Peter assured her, shoving some syrup-drenched pancake into his mouth.

"What a lovely girl."

"Yeah…she's a good friend."

Peter shoved the rest of the bacon down his throat and headed for the door after kissing Aunt May's cheek.

"Love you. See you later."

"Have a good day at school, Peter. Love you too."

Peter grabbed the strap on his backpack as he headed out the door, breathing in the fresh morning air.

Amanda and Mary Jane were at his bus stop, plus a few other kids from the neighborhood. They looked at each other, unsure of whom knew what and who knew whom.

"You guys okay? I saw you on the news."

"Yeah. I'm fine." Amanda played along.

"Me too, I guess."

Peter just stared at Mary Jane's emerald green eyes. Her luscious red hair. Her beautiful smile.

_Oh my god…I _do_ still love her! Amanda _was _just a rebound! _

As the yellow school bus came to a halt at the corner, they got on and Peter sat next to Mary Jane awkwardly. She didn't approve or question his act; she just stared out the window.

"You have a game after school, right?"

"Yeah…" she responded, looking at him for the first time since the bus left.

"I'll be there."

"Really?"

"Really. You're a cheerleader, and you're my friend. I'll be there to watch you."

She smiled brightly. "Awesome."

"And…could we talk? After the game, I mean?"

"Sure. Whatever you'd like."

Midtown High was buzzing about the three students that had been taken hostage by the crazed supervillain known as Carnage. And, even more so, about how helpless Spider-Man had been after he was shot.

"Poor Spidey."

"Was he really shot?"

"He swung the new girl home! Lucky!"

"He's so cool!"

"Who shot him?"

"Is Carnage in jail?"

"Mary Jane Watson! No way!"

"Oh my god! How traumatizing!"

"Crap! I would 'a passed out!"

Peter just rolled his eyes. At least there were no rumors about Spider-Man. But he hated gossip. These were his _friends_ they were talking about that had been in mortal danger, not them. But still, they were teenagers. They loved this sort of stuff.

Social Studies was even worse. And, of course, Mary Jane was in his class. The teacher spoke of this 'current event' and said how Mary Jane, Amanda, and Harry's word were considered a first-hand account, and that this would be documented on various files to update Carnage's convictions. Mary Jane was blushing the entire time, so Peter helped himself to changing the subject off of Mary Jane.

"What about Spider-Man? Didja see the way he saved them?"

"He was so lame! He had a broken arm!" Some kid from the back called out.

"Well, excuse him for being shot!" Flash Thompson, the hotshot jock of the football team, yelled. He thought Spider-Man was the greatest.

"He's cool." Mary Jane added. "I mean, he saves people. That's what he does. What would the world be without a Spider-Man?"

Everyone nodded in agreement, and Mary Jane and Peter's eyes met.

Then the bell rang, and they headed to their separate classes.

_Yes_, Peter thought_. What _would_ the world be without a Spider-Man?_

A/N: I tried to update as fast as I could! Thanks for the reviews!


	39. Mister Sullivan

The rest of the day went smoothly until lunchtime, where everyone was staring at Mary Jane Watson, Amanda Wells, and Harry Osborn. They acted cool and pretended they didn't notice.

Peter joined the three of them who decided to sit together. Peter acted like everyone else, even though he was in a much different situation.

"Harry! How are you?" Peter asked, placing his tray on the table.

"Okay. Sorry I didn't return your call."

"No sweat."

"Why us? Why did Carnage attack us?" Harry asked abruptly.

Mary Jane and Amanda eyed each other.

Peter took the opportunity to say something. "Spider-Man was talking to you guys at the _Bugle _building, right? And Carnage was there. He probably thought Spidey knew you."

Harry shrugged. "I wonder if Spider-Man _does_ know us."

Taking a loud sip of her coke, Mary Jane smiled and looked at Peter. "I guess we'll never know."

"Well, I'm glad you're all okay. Meanwhile, this hotdog is _anything_ but okay."

He dropped it onto his plate, and it bounced several times.

"Didn't they take those off the menu?" Amanda asked, looking at Harry.

"They should. I'm gonna ask for a refund."

"And say what? You're allergic to hotdogs?" Harry smiled.

"No…but they _are_ the number one choking food." Peter joked.

Soon after the bell rang Peter and Amanda were seated in science class. Mr. Sullivan was giving them a lecture on responsibility, and that it was unacceptable that more than half the class didn't turn in the homework, including Peter.

"I was…busy." Peter had sighed when his name was called.

"Peter. I thought you knew you had a responsibility to school. A student's only job is to get an education."

"I know responsibility, sir. More than you can imagine.' He said, a little annoyed. " And I was_ responsible _for something else."

Mr. Sullivan put on a documentary on the discovery channel, since he couldn't do the lesson because no one did the homework. It was on astronomy and how to pinpoint the constellations.

Then the screen flashed, and a _Breaking News! _newsflash came into the picture.

"The criminal commonly known as Venom is on the loose today after escaping from the transport vehicle taking him to a secret prison facility."

Peter didn't need to hear anymore. He raised his hand.

"Mr. Sullivan? May I please be excused?"

"What for, Peter?"

"I…I really need to go…"

"Wait a second…its that Jameson man, isn't it? He wants you taking pictures of that maniac rampaging around!" His teacher said.

"Yeah…"

"You can't be excused from school, son."

"Can I call him from the bathroom? Please, please please? So he knows I can't get any photos?"

"Ugh…" Mr. Sullivan sighed. "Will it take a while?"

"Yeah…he rants when he's angry…"

"Just go, Parker, before I chance my mind."

Peter didn't need to be told twice.


	40. Release

Spider-Man tried not to think of what Venom might say. He had betrayed him…and he was gonna be pissed.

How come people kept escaping? Electro…Venom…honestly, the Vault and S.H.E.I.L.D. weren't doing a very good job!

Spider-Man saw Venom, only a few feet away from the transport vehicle. He must have just broken out.

He did a flip in the air after letting go of his webline and landed in front of Venom.

"You!" Venom hissed. "How DARE you confront us!"

"Sorry, Brock! I couldn't let you rampage around the city."

"Like we are now?" Venom laughed.

"Eddie! Stop it! Just go quietly!" Spider-Man said.

Venom slashed a tentacle at Spider-Man's bad shoulder. Spider-Man cried out in pain.

"Oops. Our bad!" he growled.

"Brock! You maniac! You knew I was shot! OW! You son of a-" Spidey said, grasping his shoulder.

"You're gonna pay, Webs" Venom interrupted. "_You're gonna pay_. No one betrays _us_ and gets away with it!"

"I said I was sorry, dude!" Spider-Man said, dodging another attack from Venom's tentacles. "I had to make a choice."

"You betrayed us, Parker. Now we will be making the choices."

Spider-Man froze. _Uh-oh. He knows!…this is not gonna turn out good…_

Spider-Man leaped above Venom's head and pounded him with webbing. He knew it wouldn't be enough to hold him, but it would give him some time.

As the webspinner landed he tried to think of ways he could stop Eddie without hurting him.

He looked at the transport vehicle. The back doors had been ripped off, and inside you could see a flashing light of a containment chamber.

Wait…a…oh God, no way! A fusion chamber? This was _perfect!_ Symbiotes hate supersonics! They can't handle the noise!

As Venom tore his way through the webbing Spider-Man was already inside the vehicle.

"Sorry, Eddie. Again."

He leaped inside the transport vehicle, which was just a fancy name for the huge van, and looked at the computer screen near the chamber. He didn't have a lot of time, that was for sure. He needed to release some of the fusion…but…

"Time's up, Websy." Venom laughed as he stepped foot in the van.

"Not this time, Venom! Not this time." Spider-Man smiled underneath his mask and he pressed a big, flashing yellow button that said _release._

A/N: Thanks so much for all your support! I love you! I updated as soon as I could! Ok-there's one chapter left! so be prepared for the end!


	41. The End

Mary Jane Watson was beat. She hated the icky feeling of sweat, and the fact that her cheerleading costume was torn in the back. And the fact that Peter wasn't here.

_Please. He's Spider-Man. He has better things to do than watch me cheer_ she told herself as her squad shouted some stupid spirit-week cheer as their team went for the winning touchdown.

Mary Jane looked up at the stands. There was Amanda…Harry…Wendy…oh, there's Liz…but no Peter…no, never Peter.

She turned her attention to the game, jumping up and down and screaming like a real football-jersey wearing bimbo.

That's when she saw a flash of blue and red swinging to the back of the stands. She couldn't help but smile wide as she saw him change.

"Peter…he came!"

Peter made his way to a seat on the bleachers while watching Midtown go for the winning touchdown. "Go Midtown!" He hollered, though you could barley hear it over the roar of excited students.

Flash Thompson hiked the ball and threw it immediately to the wide receiver.

_Going…going…the twenty…the ten…_and a fumble.

"So we didn't win the game," Peter said to Mary Jane as they sat on the bleachers. Everyone else was just about gone by now. "There are more important things. Like that you're okay."

"Peter…"

"No, M.J. Lemme talk." He said, switching positions so that the wood seat wasn't as uncomfortable as it really was. "Mary Jane, I realized that…well…"

"Peter. Don't tell me you love me, just don't say it." She interrupted.

"What?" Peter asked.

"Peter. I mean, I see you on the news and I see you…God, Peter. Do you know what it's like watching you on television, not knowing if you're going to lose the fight? I can't deal with the fact that you're Spider-Man!" She sighed, a tear running down her face.

"And it was cool in the beginning. My boyfriend is Spider-Man. I mean, whoa! My boyfriend! But you are going to die doing this, Peter. You go risking your ass for these people and you're not going to come back one day. I know I can't stop you, but God, Peter!"

"Mary Jane…" he said.

"Did it ever occur to you that this could be your final day? Did it ever occur to you that you make never wake up? That you may never see me or Aunt May or anyone ever again? Peter…I love you, I just can't…" She sighed again, making it all the more dramatic, then continued, "I know I shouldn't love you. There's too much to fake. But when I see you…I get angry and excited and happy and sad…and…I can't stop you."

Peter put his hand on Mary Jane's. "You're right. You can't stop me. But you tried. But you tried. And I realized that I wasn't going to wake up once I put the mask on for the first time. I'm sorry, M.J. I want to rip off this mask so bad, just get it all over with…but…I'm sorry."

As she got up and walked off the cold stands where cheering fans once screamed, she said, "Yeah. Me too."

So…that's it? I get the bad guys, I save the day again, but I don't get the girl. The real girl, the one that I wanted to be with so badly. Being Spider-Man means making sacrifices. And…God…why did I have to get these frigging powers? Why? Because I'm Spider-Man. And Spider-Man is just a miserable schmuck that swings around saving strangers. I am Spider-Man 

A/N: That's it folks. It's all finished. The bad guys are behind bars and Spider-Man ends up lonely and miserable again. Thank you for all my reviews. I love you!


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